In limited liability enterprises, company secretaries command high position in the value chain and facilitate the vital interface between the company, its directors and regulatory authorities
Economic liberalisation and the integration of the Indian economy with the rest of the world has mandated sharp upgradation of corporate administration, accounting practices and standards. Therefore today it’s compulsory for every registered company with a paid-up share capital of Rs.50 lakh or more to appoint a company secretary (CS). Given that currently the total population of company secretaries countrywide is barely 20,000, demand for qualified company secretaries far exceeds supply.
In joint stock enterprises with limited liability, company secretaries command high position in the value chain and facilitate the vital interface between the company and its board of directors, shareholders, government and regulatory authorities. They also play the role of conscience keepers of companies and help the chairman and directors to discharge their responsibilities under various laws. The legal business of most companies is also supervised by the company secretary with the onus on him/her to ensure statutory compliance with all laws.
In short, the company secretary has to assume a wide range of responsibilities including legal, secretarial, financial, personnel and administrative. Moreover she has to manage public issues, process inter-corporate loans and investments, maintain records, pay attention to tax planning, tax management, file tax returns, explore expansion opportunities, arrange collaborations, amalgamations and joint ventures.
As per s.383A of the Companies Act 1956, only a qualified individual can discharge the duties of a company secretary. To qualify, an aspirant has to enroll as a member of the Institute of Company Secretaries of India (ICSI) after clearing its examinations. ICSI is headquartered at 22 Institutional Area, Lodhi Road, New Delhi 110003 (www.icsi.edu) and has four regional offices in Kolkata, Chennai, Delhi, Mumbai, 36 chapters and ten satellite offices under its jurisdiction.
ICSI is a statutory body empowered to develop and regulate the profession of company secretaries in India. The academic curriculum, developed by ICSI, is delivered by way of postal and classroom tuition. Admission into ICSI study programmes is open throughout the year. To be accepted as an associate member of ICSI, you have to pass the foundation, intermediate and final examinations conducted by the institute. Registered students are required to write exams sequentially after completion of tuition programmes administered by the institute.
Individuals with Plus Two qualifications are eligible for admission into the foundation course of eight months duration. Graduates, postgrads (excluding fine arts) and those who have cleared the final exam of ICWAI or ICAI or of any other accountancy institution in India or abroad recognised by the ICSI Council, are admitted directly into the intermediate course of nine months duration. Thereafter those who pass the intermediate exam are admitted into the final year’s study programme. Examinations for all three levels are usually held in June and December every year with study material provided to students at the time of admission.
After clearance of the intermediate and final exams, budding CS’ are obliged to serve a training period of 12-24 months with a duly qualified company secretary. On completion of a four months’ apprenticeship, the individual is accepted as an associate member of the Institute of the Company Secretaries of India (ACS) and is assigned a professional membership number. After five years as a senior professional he/she becomes a Fellow Member.
Employment opportunities for qualified company secretaries are available aplenty in the government and corporate sectors, and in private practice. Remuneration packages at the entry level range between Rs.25,000-50,000 per month.
“There’s a huge shortage of qualified company secretaries and job offers are chasing them as they play an important role in corporate governance. This is a high responsibility and accountability profession as the CS is the principal officer of the company liable for any contra-vention of provisions of the Companies Act and related legislation. In my own case, apart from discharging the usual duties of a CS, I also oversee the franchise, HRD and legal departments of all four units of my employer company,’’ says Sanjeev Tole, director and company secretary of Twilight Litaka Pharma Ltd, a Pune-based company listed on the Bombay Stock Exchange with an annual sales turnover of Rs.300 crore.
A commerce graduate of Pune’s Garware College of Commerce with a Masters in commerce (1975), Tole cleared his CS exams while studying commerce and began his career in the Bangalore-based UB Engineering as deputy company secretary in 1976, where he worked until 1991. In 1992, he was head hunted for the Pune-based Twilight Litaka Pharma Ltd, which appointed him CS and inducted him on the board of directors.
“The future is very bright for those who opt for this career as ICSI has raised its bar to international standards in terms of curriculum, assessment and training requirements. This development has opened up global employment opportunities for India-qualified company secretaries,” says Tole.
Indra Gidwani (Mumbai)