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COMPANY SECRETARY
According
to a Company Secretary, some of the challenging aspects of a Company
Secretary’s work is ‘raising fresh capital for the company and
ensuring compliance with procedures as well as interacting with the
Directors of Company.” A qualified CA is of the opinion that
“today as smaller companies are reducing their work force for
greater cost effectiveness, a dual qualification enhances job
opportunities”.
Company
Secretaries have been recognised by various enactments as one of the
principal officers of Companies. They act as legal representatives of
companies. The knowledge and training acquired by them make them
versatile enough to carry out various functions in the fields of
Finance, Accounts, Legal Administration and Personnel, in addition to
their own responsibilities. Companies having a paid-up share capital
of Rs. 50 lakhs or more are statutarily required to appoint a full
time company secretary (Section 383 - A of the Company’s Act, 1956)
who must be a member of the Institute of Company Secretaries of India
(ICSI), a professional body constituted under the Company Secretaries
Act, 1980.
Their
diverse portfolio includes the administration of company business
which demands skills and expertise in organisation, law and finance.
The role and level of responsibility and duties of Company secretaries
vary according to the size and type of company they work for. Large
companies employ a number of secretaries and assistants working in
specialised departments who are responsible to an overall general
secretary. In small organisations the Company Secretary performs a
whole range of administrative duties. Every company with a paid up
capital of Rs. 50 lakh has to appoint a full time Company Secretary.
All companies which seek listing on the National Stock Exchange (NSE/Bombay
Stock Exchange (BSE) require to have full time CS.
THE
WORK
The
job may be divided into three parts
:
í
Legal Duties : It is
the Company Secretary’s responsibility to see that the company
complies with statutory legislation and its own articles. Company
Secretaries must therefore, understand the relevant aspects of law,
keep up with changes and be familiar with any legislation affecting
the company and its business. This includes international legislation
of a company, exports or operations overseas. They are legally liable
and responsible for receiving correspondence addressed to the company
and for signing documents on the company’s behalf.
í
Confidante of the Board
of Directors : Company Secretaries arrange meetings of the Board
of Directors and of other committees holding powers delegated by the
Board. They prepare and circulate agendas, take minutes at meetings
and advise board members on questions of company law and practice. The
Company Secretary is the link between the share holders and management
and convenes annual general meetings.
í
General Administrative
Duties : Most Company Secretaries have accountancy and financial
responsibilities, the preparation of bills and invoices, monthly
statements, share transfers, profit forecasts etc. Some Company
Secretaries administer the pension fund, help with staff recruitment
and training and deal with company owned property. The effective use
of computers enhances efficiency and the level of service to share
holders. In general, Company Secretaries are an organisation’s
experts, who advise and provide information and know where to obtain
information they do not possess !
The
job is largely office based ; the amount of mobility varies from
company to company. Some Company Secretaries work in relative
isolation; others have a lot of contact with members of staff. Most
Company Secretaries have to liaise with other professionals for
instance lawyers, insurance brokers, investment managers, auditors and
bankers.
Company
Secretaries must be highly organised and have the ability to deal with
a number of problems at the same time. They have to understand complex
and technical issues and present information in a clear unbiased
manner so an excellent command of written and spoken English is
essential. They must exercise discretion and tact. The accountancy
side of the work calls for competence with figures. Interest in law is
vital as out of 16 papers 11 deal with law ! Effective coordination
skills are also necessary as a Company Secretary monitors the pulse of
an organisation’s activities.
Employment
opportunities exist in Business Houses, firms, financial institutions,
stock exchanges, company law boards and government departments.
Membership
of the Institute has been recognised by the Ministry of Education,
Government of India, for appointment to superior posts and services
under the Central Government. It is also one of the essential
qualifications for recruitment to Grades I to IV in the Accounts
Branch of the Central Company Law Service of Department of Company
Affairs. The Indian Banks Association has also recommended to banks to
consider appointment of company secretaries as specialists in the
fields of Finance, Accounts, Law and Merchant Banking.
Almost
every kind of organisation whose affairs are conducted by boards
councils and other corporate structures, be it company, cooperative
society, trust society, associational, federation authority,
commission, board or the like, finds it useful to appoint a person who
holds the qualification of Company Secretaryship in key administrative
positions. Besides, the Department of Personnel and Administrative
Reforms of the Central Government empanels company secretaries for
assignment of Indian experts to the developing countries of Asia,
Africa and Latin America.
A
freshly qualified candidate may, therefore, find an opening as a
company secretary or assistant company secretary or an intermediate
level administrative position depending upon the size of the
organisation. However, by becoming a company secretary or senior
executive of the organisation, he does not necessarily reach the
zenith of his career. By virtue of his academic background,
professional expertise, initiative and drive, he is aptly suited to
become a member on the board or the governing body of any organisation.
The Department of Public Enterprises, Government of India, State
Governments, Stock Exchanges, Nationalised Banks include names of
senior company secretaries on their panel for appointment as directors
in public sector companies or as members of advisory committees.
Senior members have become Chairmen, Managing Directors, whole-time
Directors in many companies.
Company
Secretaryship has been recognised by some of the universities in India
for the purpose of admission to the Ph. D. course. A few of the
universities have also recgonised the company secretaries
qualification for the purpose of appointment as lecturers. Many
professional institutes and educational bodies also consider
utilisation of the services of company secretaries on full time or
part time basis for academic or research assignments in the fields of
accountancy, law or management as very useful.
They
can also be self employed as share transfer agents, share Stock Broker
or consultant to a company with regard to registering, presenting and
verifying documents.
It
is difficult to generalise about salaries. The starting salary may
range between Rs. 10,000 to Rs. 30,000 per month. Company Secretaries
cum Finance Controllers with about five years experience get
approximately Rs. 40,000 per month plus perks. Salaries depend on the
size and nature of the firm as well as merit.
The
Institute of Company Secretaries of India (ICSI) 'ICSI
House' 22, Institutional Area, Lodi Road, New Delhi - 110 003 develops
and regulates the profession of Company Secretaries in India. It
registers students, imparts training through distance education as
well as optional oral classes and conducts examinations. Hitherto,
admission to the Company Secretary course was open only to the
graduates.
The
steps to becoming a Company Secretary :
1.
Enroll and qualify in the Foundation Examination and
Intermediate Examination. Students who have passed the Senior
Secondary or equivalent examination can appear for the Foundation
Course. Graduates are exempted from the Foundation Examination.
2.
Undergo 18 months practical training under a practicing Company
Secretary or a CS firm (CA’s are exempt form the training). This
training includes brief placements in large public and private sector
undertakings and Stock Exchanges.
3.
Qualify the Final Examination
The
cost for the Foundation course is Rs. 1200/-. Apart from that, the
cost of the Intermediate level is Rs. 2250/- for the commerce
graduates and Rs. 2650/- for the non-commerce graduates.
The Final level costs Rs. 1500/-.
The examination fee per group costs Rs. 250/-. The Intermediate
level as well as the Final level has two groups each and there is one
group in the foundation course. Hence the total examination fees comes
to Rs. 1250/- if the candidates is able to clear all the three stages
in one attempt.
As
a registered student you are required to complete the Intermediate and
Final examinations within the normal registration period of five
years. The Final course takes one more year.
For
membership of the Institute, practical training under a practising CS
or with a CS firm is required. The candidate can undergo training for
18 months and 4 months of practical training known as SMTP
(Secretarial Modular Training Programme) though some exemptions are
given to chartered accountants. This training includes brief
placements with the large public sector undertaking and stock
exchanges.
After
passing the final examination, you may enroll as “Licentiate ICSI”
until the practical training requirements are fulfilled. Once the
practical training is completed they are eligible to be admitted as
Associated Members and can use the letters A. C. S. after their names.
Senior Associate members may be entitled to be become Fellows and on
admission use the letters F. C. S. Only members of the Institute can
use the designation “Company Secretary” or the letters “A. C.
S.” or “F. C. S.” after their names.
Thus
it is a course that leads straight to a career
!
INSTITUTES
OFFERING COURSES
ADDRESS
: ICSI House,
22
Institutional Area,
Lodhi
Road,
New
Delhi - 110 003.
Website : www.icsindia.org
(Regional
offices - Delhi, Calcutta, Chennai and Mumbai. Also 36 chapters
located in various cities all over India.)
Addresses
of regional offices :
1.
Eastern region : 3-A, Ahiripukur, 1st Lane, Near
Beck Bagan Nursing home, Kolkata – 700019
2.
Northern region : ICSINIRC Building, Plot No. 4, Institutional
Area, Prasad Nagar, New Delhi – 110005
3.
Southern region : No. 4, Wheatcrofts Road, Nungambakkam,
Chennai – 600034
4.
Western region : No. 13, Jolly Maker Chambers No. II (1st
Floor) Nariman Point, Mumbai – 400021
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