Tag: Company Secretary

Responsibilities of a Company Secretary

A company secretary is an official or a representative who is appointed for carrying out administrative as well as ministerial duties. A company secretary mainly focuses on the well being and the growth of the company. The role of a company secretary is of utmost significance for a company as the growth of the company is largely dependent on the duties performed by a company secretary. There are huge responsibilities which need to be performed by a company secretary. Some of the main duties and responsibilities of a company secretary have been listed below.

A company secretary’s main responsibility is to organize board meetings, to notify the board of directors on the upcoming meeting, to prepare the agenda of the meeting either with the chief executive or the chairman, and to maintain the minutes of the meetings in records for future reference.

Responsibilities of a Company Secretary Annual General Meetings need to be scheduled as per the company’s article of association and companies act. A company secretary’s duty is to prepare the board of directors to handle questions raised by stakeholders, and to distribute the proxy forms. A company secretary should ensure that security arrangements are being done properly in order to avoid any kind of disruption.

The Articles of Association and Memorandum need to be gathered by a company secretary. If the situation of amendment arises then a company secretary should ensure that it is being implemented in an appropriate manner.

A company secretary needs to maintain the legal registers about the members, charges of the company, secretary and directors, shares and debentures, debenture holders and voting shares.

A company secretary is responsible for filing revised Memorandum as well as Articles of Association, resignation and discharge of directors, return of allotments, appointment notices, and lastly change in registered office in agreement with the companies act.

A company secretary is responsible for publicizing the companies account as well as the annual reports. She/he needs to maintain the register of the company of members. A company secretary has to deal with transfer of share holding, and questions raised by the stakeholders.

There should be a regular communication with share holders, both institutional and individual through notices, circulars and also take care of payment of dividends as well as interest. A company secretary needs to be cautious with the register of members to ensure that no stakeholder tries to take over the company. A company secretary is also responsible for ensuring that the commercial estimation is done properly and documents are in place.


The Role of a Company Secretary

Company Secretary is a position which is required in organizations around the world who have a certain value of paid up capital. This role denotes a high managerial position who becomes a legal representative of the company in most cases. A Company Secretary not only ensures that the Board of the company is working as per the legal directives of the country or state, but they are also responsible to ensure that the administration of the company is efficiently run and in accordance with the legal and corporate laws as set down in a country or state where the company operates.

The Role of a Company Secretary The roles and responsibilities of a Company Secretary may vary from country to country as per corporate laws but there are some essential functions which remain the same. In all sectors, private or public, there are some responsibilities at the Board level involving governance, rules and regulation and corporate conduct which need to be followed. When board or shareholder, trustee meetings are held, these need to comply with the legal, listing and regulatory requirements and so forth. These form the key responsibilities of a Company Secretary. They not only ensure compliance of the board workings as per the directives of the corporate laws, they also ensure that the decisions of the board meetings in a company are properly implemented. Proper management of the shareholders meetings and maintaining communication with the shareholders is another important role of a Company Secretary.

The responsibilities of a Company Secretary do not stop at the senior managerial or board level. They need to ensure proper running of the administration of a company which involves looking into contracts formed with customers or regulatory bodies, property administration, overlooking the management of employee benefits schemes such as pension funds or employee shares, insurance administration, financial accounts and so forth.

In North America, company or corporate secretaries have an important role to play in ensuring corporate governance in a company. They encourage the board to conduct corporate governance reviews and to issue statements of their sound corporate governance principle to the shareholders or institutional investors.

In India, a Company Secretary of a company is required to issue compliance reports and other provisions as may be required by the Companies Act of 1956. The annual returns of a company as listed on recognized stock exchanges throughout the country can only be issued after a practicing Company Secretary signs it. Such a role is recognized as similar to that of a Compliance Officer by SEBI or Securities and Exchange Board of India and they can issue compliance certificates on behalf of a company. The RBI also recognizes practicing Company Secretary as authorized personnel to sign issuing certificates on behalf of the company.


Educational Requirements of a Company Secretary

A Company Secretary is a position which is required in most countries in both private as well as public organizations. When a company has a certain amount of paid up capital of shareholders invested in it, the role of Company Secretary becomes important in the company. Ensuring the proper functioning of the board of a company in accordance with the governance and corporate laws in a country or state and maintaining the interest of shareholders by ensuring proper communication of the company’s workings and other documentations are the prime responsibilities of a Company Secretary.

Educational Requirements of a Company Secretary In India, the Companies Act defines the role of a Company Secretary. It says that every company which has a paid up share capital of Rs. 50 million or 5 crores and exceeding such an amount, need to appoint a Company Secretary. In case of companies whose paid up capital is not less than ten lakhs, may not appoint a full time CS but need to have a compliance certificate issued by a practicing Company Secretary. There are guidelines laid down in the Companies Act, 1956, Section, 383 A by which the responsibilities and duties of a Company Secretary role in India are specified.

The qualification for Company Secretary course is essentially the same up to a basic level for those who wish to take up a career as a Company Secretary. One needs to pass the higher secondary examination at the high school level to enroll in the foundation course which is there for a Company Secretary. Foundation course exam can be taken only when one successfully passes the higher secondary or equivalent examination. Graduation must be completed and a master’s degree is also preferable by the time one enrolls in the intermediate courses or passes the foundation course. The intermediate courses must be cleared before one can proceed to the final course. The final course of a Company Secretary once completed, along with additional certification in usage of MS Office, fully equips one to take up a job as a practicing Company Secretary.

Besides these certifications, one also needs to have a good command over communicative English and business communication skills. One should be of an analytical bent of mind so that the regulatory frameworks and policies can be effectively utilized or altered as per the needs of the workings of a company. Managerial abilities such as planning, strategizing need to be inculcated in individuals who wish to excel in a career as a Company Secretary.


Company Secretary Jobs in India

Company Secretary jobs in India have several opportunities in various sectors. This is such a profession whose services are required in every type of organization. As per the Companies Act of India, any organization which has a shares paid up capital of five crores and more, needs to employ a Company Secretary on their rolls. Smaller companies need to have a compliance certificate issued by practicing company secretaries.

Company Secretary Jobs in India Company Secretary is a profession whereby one can get certified by the one and only Institute of Company Secretaries of India. This course consists of three levels of programmes – the foundation, executive and professional programme completion of which allows one to be certified as a Company Secretary. Managerial training of 15 months is also mandatory to complete such a course. Each of these programmes focus in detail on the different types of laws, accounting principles, taxation structures, managerial practice, information systems and governance principles that are required to be complied by companies. Thus, such professionals are equipped to be employed by both private and public sector companies as well as financial institutions such as banks.

Companies which seek listing on the stock exchanges need to employ the services of a Company Secretary. The Central Government offices have especially reserved senior posts and services for such qualified professionals. The Department of Company Affairs requires to employ company secretaries from Grade I to IV in the accounts department. All nationalized banks in India also need to appoint company secretaries in their finance, accounts, merchant and law sections.

Besides the type of companies who need to employ company secretaries as made mandatory by law, every type of organization which runs with a broad, trustee structure as well as is governed by an association, society, trust, federation, cooperative society and such, find it useful to have on board company secretaries who can advice them on their workings in accordance with the legal and statutory requirements of a country. Then again, many certified company secretaries can opt for certificate for practice from the ICSI institute. Such independent professionals can offer their services on contractual or as retainer ship to different corporates. They can issue different types of statutory certificates, can advise management on finance and projects or strategic management issues as well.

Thus, there are a wide range of responsibilities for company secretaries in India and with the rapid changes that are happening in the market and corporate scenario, there are evolving trends and responsibilities for company secretaries in corporate India.


Company Secretary Course Details

If you are aspiring for a career as a Company Secretary in India, you need to know about the institute which offers such a program and the course details of the program. Company Secretary is a high profile managerial role which involves ensuring that the board of a company works in accordance to the statutory and legal requirements of a country or state. A Company Secretary is usually the legal representative of a company and for all types of compliance certification, looking into the overall administration and ensuring compliance on all fronts; the Company Secretary has an important part to play.

In India, the Institute for Company Secretaries of India is the sole institute which awards such a professional certification. This institute offers the professional program for Company Secretary ship as a three leveled program. The foundation program is the first step after which there is the executive and then the professional program. On successful completion of the professional program, one needs to undergo managerial training after which one becomes eligible to receive the certification from the institute. The institute also awards its membership for the certified members.

Company Secretary Course Details Company Secretary Course details are available on the ICSI website as well as their registered office present at the principal cities of the country. The courses are conducted through correspondence mainly with empanelled tutorial centers which can assist students who are preparing for the various programs. To be eligible for applying for the foundation course, one needs to have appeared for the higher secondary or equivalent examination; they are obliged to provide proof of passing such an examination within six months into the foundation course. The registration for the foundation course usually happens within 31st March or 30th September of each year. However, the updated dates for each year need to be referred from the website. The ICSI website also provides the registration form and application fees details.

The executive program can be applied for only when one completes graduation and those holding post graduation degrees are also eligible. The cut of dates for application for the executive program are usually 28th February or 31st August. To apply for the CS program, on can have any specialization at the higher secondary or graduation level except fine arts. Those who have commerce background are given preference since the contents of the CS course are similar to the commerce line of study as well as management studies. After the three levels are successfully completed, on needs to complete 16 months of management training which will allow one to be eligible for certification.

These are the main aspects of the Company Secretary course details.


Career in Company Secretary

If you are seeking a career in Company Secretary, then you must be aware of the important role that such a position can play in large corporate sectors. A corporate has several functions and departments but there are few specialized functions at the top management level which are made mandatory by law in large companies. Company Secretary is one such role whereby such a person is responsible to ensure efficient running of the administration; they are to co-ordinate with the board and share holders to ensure that all legal and statutory requirements are met and so forth.

If you seek a career in this field, not only must you be aware of the kind of capabilities and qualifications that one must possess in order to excel in a particular field, but also the kind of responsibilities, growth and opportunities that may lie in such a profession.

Career in Company Secretary When it comes to educational qualifications, one needs to complete the professional program offered by the Institute of Company Secretaries of India. This is a course by the end of which one is awarded certificate of a Company Secretary. However, such a course is an arduous one which requires extensive study and preparation to be able to pass all the three levels of the course. The first level is known as the foundation programme which one can apply for as soon as one has appeared for the 10+2 level in high school. Within six months into the foundation programme, one must produce proof of having passed the higher secondary or equivalent examination. The foundation programme must be completed within three years of enrollment and it consists of basic modules of English and business communication, economics, accounting and information systems. Once completed, one then moves onto the executive programme which entails having acquired a graduation degree in any field except fine arts. This programme is more extensive with two modules consisting in detail about managerial laws and taxation structures. The final professional programme consists of four modules each with more in depth coverage of laws, governance, managerial accounting, information systems, strategic management and so forth.

The final lap of the course consist of undergoing a 15 month managerial training after which one becomes qualified to obtain the award of the Company Secretaryship.

Once the certification is obtained, one is ready to either practice independently as a CS, offering one’s services to companies as per statutory work allocated in the form of a consultant; or instead, one can seek positions in a company whereby one becomes a full fledged employee of a company with responsibilities of a CS being carried out as part of his or her role in the organization besides other responsibilities.


Career as a Company Secretary

Have you ever seen a Company Secretary in action? He or she usually emerges from the board meeting of a company and is someone without whom such a meeting does not commence. There are countless hours spent with senior officials of a company, directors even, strategizing, planning, looking into shareholder communications, share market transactions, legal disputes and so forth. These responsibilities all seem heavy duty but at the same time, makes one realize the importance of such a role.

Those who would like to follow a career which ends up in such a senior managerial position need to know that even such persons do not start from the top but instead, make their way from the bottom of the corporate ladder. A Company Secretary may undergo arduous training to be certified as a Company Secretary, but it is many years of practical work experience which equips him or her as someone fit to do the role such a certification initially gears one to do.

Career as a Company Secretary A career as a Company Secretary starts after completion of the CS program. In India, such a course is provided by the one and only Institute of Company Secretaries of India, a statutory body. This institute not only offers the course, examinations, but also practical training to those who are to be awarded the certificate; they also provide membership to the institute which allows company secretaries to remain updated with the legal and other happenings in a country, be updated about the changing responsibilities of a Company Secretary role and so forth.

Once a person becomes certified as a Company Secretary, the institute also offers placement opportunities to its members. Those who take up employment in a company, may be taken in initially in the junior management positions. A junior secretarial officer works under the supervision of a finance officer or a senior secretarial officer, understanding the workings of the company, how the accounting process is followed, taxation rules and regulations, policies and procedures formed and implemented and so forth. As one gains experience, one may move up the ranks within a company in the finance department. Many organizations rotate junior managerial candidates through the different functions within a department so that they are nurtured into professionals who would be able to take up overall responsibility of a department one day.

As one gains an understanding of the different functions of the finance and administrative departments, they need to prove their expertise and remain updated with the current happenings and trends in the corporate and legal scenario of a country. Continuing education programmes and certifications need to be pursued intermittently for one to increase one’s credentials and qualifications in an ever changing corporate scenario.

In senior positions, one may look into the financial market transactions of a company, sign out compliance certificates, guide the board of a company, be the legal face in case of contracts, disputes and communicate with share holders.

Thus, career as a Company Secretary is highly lucrative and one needs to be dedicated in one’s earnestness to excel in such a demanding profession.


Chartered Company Secretary

Similar to company secretaries in India, there are roles in other countries such as UK and US. Chartered secretaries similar to company secretaries, assist in the legalities of a firm with respect to complying with the governance and statutory requirements of a country.

Chartered Company SecretaryIn countries like UK, a chartered secretary is usually a high positioned individual who has diverse qualifications. They are usually trained in subjects like corporate law, governance, finance as well as corporate secretarial practice. These individuals thus become the focal point of reference for various companies who seek their advice on matters pertaining to conducting businesses, complying with corporate governance principles and procedures and compliance issues.

Chartered company secretaries are also competent to provide advice on strategy and planning on corporate matters. Those who train to be a chartered secretary they get to broaden their skill sets considerably. One gets access to a wide range of job roles with diverse range of responsibilities. Such a qualification will allow one to access different types of top level jobs. Since these qualifications are essential in a board room, the top level managerial jobs are usually allocated for such qualified personnel.

A chartered Company Secretary has similar roles across continents. They ensure corporate conduct within the regulatory environment of an organization; they are responsible for ensuring that shareholder and trustee meetings take place in accordance with corporate laws and policies. Their vast responsibilities also include issuing circulars to shareholders, managing listings at stock exchanges, overseeing employee benefits schemes especially from the legal aspect and so forth.

Most of the legal and statutory compliances are usually related to finance matters and hence, here is where a Company Secretary is wanted most. In the finance department one looks into the administration of insurance, contract agreements, financial accounting, audits, property administration and so forth. Chartered secretaries usually form the prime pool of advice when it comes to seeking advice on legal disputes that a company goes through; even strategy developments, corporate policies and procedures are usually run through a chartered secretary to ensure that the legalities of such documentation are sound.

Today corporate governance is gaining importance as more and more companies are being listed on stock exchanges and hence there is a need to ensure that all workings of a board are transparent and sound governance principles are being followed in the workings of a company. The main advocates of corporate governance are company secretaries and hence, they are being taken up even by small companies on retainership mode to lay the ground rules of sound governance principles and workings.


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