A Company Secretary is a person at very high position in a private sector company or public sector organization, normally at a managerial position. In some countries in a public sector the company secretary is reoffered as Corporate Secretary or Secretary. There is a requirement to appoint company secretary. It is already understood that a company is the creation of law, having rights, duties and obligations just as that of human being. The so-called legal entity may therefore sue and be sued: Saloman’s case. But because of the abstract nature of a company as a ‘person’ it becomes necessary that directors be put in place to see to the effective running of the corporation. However, the directors are not required to be lawyers nor know anything about the company law. In the same regard, the prompters of the company need not be lawyers or know anything about company law. But a company being an artificial person, created by operation of law, must subsist as a person on law – it must continue to obey the provisions of the law since it derives its existence as a person from it. Therefore it becomes necessary that the company be run effectively in a manner that conforms to the statutes and other regulations and best practices hence the need for a Company Secretary. The position of a company secretary is created by the law creation of law in section 293 -298 of the Companies and Allied Matters, Act, 2004 which provides for the appointment and functions of the Company Secretary, with special reference to public companies .
The Company Secretary is responsible for the efficient functioning and administration of a company, particularly with regard to ensuring compliance with statutory and regulatory requirements and for ensuring that decisions of the Board of Directors are implemented. Even though the name suggests the job of a clerk or secretary it is nothing related to it. The company secretary ensures that an organization complies with relevant legislation and regulation, and keeps board members informed of their legal responsibilities. Company secretaries are the company’s named representative on legal documents, and it is their responsibility to ensure that the company and its directors operate within the law. It is also their responsibility to register and communicate with shareholders, to ensure that dividends are paid and to maintain company records, such as lists of directors and shareholders, and annual accounts. In many countries, private companies have traditionally been required by law to appoint one person as a company secretary, and this person will also usually be a senior board member. A company secretary is one of the senior board members according to the law in India. Most people forming a company undervalue the importance of a company secretary. The company secretary is the named representative on legal documents and it is their responsibility to advice the directors of their corporate compliance obligations. In moat established companies the company secretary serves as a focal point between the board of directors, senior management and the company’s shareholder. Since 6th April 2008 there is no longer a legal requirement to have a company secretary, although many limited companies appoint one to cover a range of jobs roles. A job of a company secretary is to organize and prepare agendas. A company secretary takes minutes at the board meeting and annual general meetings. Filing with the companies house, maintaining company records and statutory books are some of the important deals of company secretary. A company secretary deals with stock transfer and dividends he ensures the security of the company’s legal documents. He also ensures compliance with all the legal and the statutory requirements. He builds up a contact with external and regulatory bodies Roles and responsibilities
The Company in all sectors have high level responsibilities including governance structures and mechanisms, corporate conduct within...
Please join StudyMode to read the full document