Company Secretaries are the Principal Officers of the company holding the post as advisor to the Board of Directors in respect of legal matters arising out of any corporate decisions. To the society at large, he is responsible for the legal compliance with all the provisions of Company Law and other applicable legal provisions. Primarily a Company Secretary is the compliance officer of the company in respect company law, tax laws, labour laws, economic laws, and the list is expanding day by day. He is also a major countributory in the decision making process in the corporate sector. Companies Act, 1956 casts a big responsibility on Company Secretaries making them as “Officer in default”.
During the recent years, due to the rapid growth of the corporate sector there is a tremendous need for the services of company secretaries. There is a huge gap between the demand and supply of the company secretaries. This write-up is an effort to give the brief information to the aspiring candidates for this profession.
In India the profession of Company Secretaries is regulated by the Company Secretaries Act, 1980. An institute called the Institute of Company Secretaries of India has been set up by the Government of India for the regulation of the profession. Membership of this Institution is a necessary qualification for venturing into this profession.
The Institute and the Regional Councils
The management of the Institute of Company Secretaries of India (ICSI) is entrusted with a Central Council which consists of elected Senior Members of the Institute. The working is done with the help of four Regional Councils set up at the four metropolitan towns of India like Kolkata, Mumbai, Chennai and Delhi. These Regional Councils are the focal points for the aspiring candidates for the profession. To help the students the Regional Councils have set up Chapters at different parts of the India. Each Regional Council has well equipped libraries, training faculties and coaching facilities for the benefit of students. Regular seminars and workshops are organised under the auspices of the Regional Councils for students as well as for Members.
The Course
The Course leading to the company secretaryship is divided into three phases as follows :
1. Foundation Programme;
2. Executive Programme;
3. Professional Programme.
There is a unique blending of law, management and accounting coupled with soft skills like drafting skill, analytical skill in the whole curriculum. The rigorousness of the course is intended to turn out competent professional to take up the position in the higher echelon of the corporate hierarchy.
Foundation Programme
This is the entry point for the course. Any candidate who has passed the Senior Secondary (10+2) on equivalent examination of a Board/University constituted by law in India or any examination recognised by the Central Government as equivalent thereto can apply for the Foundation Programme.
The following subjects are taught in the programme:
1. English and Business Communication;
2. Economics and Statistics;
3. Financial Accounting;
4. Elements of Business Laws and Management.
The students have to undergo either the postal coaching conducted by the Institute or the oral coaching organised by the Chapters/Regional Councils. Only after successful completion of the coaching, the Coaching Completion Certificate is granted to the students. On the basis of this certificate, a student can appear in the examination conducted twice in a year-in the months of June and December. There is a cut off date in respect of completing all the formalities before appearing for the examination.
Executive Programme
After passing the Foundation Programme, a student may enroll himself for the Executive Programme. Candidates possess-ing graduate/post graduate qualifications can directly enroll without undergoing the Foundation Programme subject to certain conditions.
The Executive Programme is modeled in two modules with the papers as follows:
Module-I
I. General and Commercial Laws;
II. Company Accounts, Cost and Management Accounting;
III. Tax Laws
Module-II
IV. Company Law;
V. Economic and Labour Laws;
VI. Securities Laws and Compliances.
The students have to satisfactorily undergo either the postal coaching or oral coaching organised by the Chapters/Regional Councils. Apart from undergoing the coaching, each student has to undergo compulsory computer training organised by the Regional Councils/accredited IT Institutes. On completion of all the formalities, student will be issued the Coaching Completion Certificate. After clearing all the formalities, student has to appear for the examination conducted twice in year.
Professional Programme
After passing the Executive Programme, the student has to register for the Professional Programme. The programme is modeled in four modules with the papers as given below:
Module-I
I. Company Secretarial Practice;
II. Drafting, appearances and Pleadings
Module-II
III. Financial, Treasury and Forex Management;
IV. Corporate Restructuring and Insolvency
Module-III
V. Strategic Management, Alliances and International Trade;
VI. Advanced Tax laws and Practice
Module-IV
VII. Due Diligence and Corporate Compliance Management;
VIII. Governance, Business Ethics and Sustainability
The requirement of completing the coaching is same as that of the Executive Programme. Students have to appear in the examination after completing all the formalities. On passing the examination, one part of the entry into the profession is cleared.
Practical Experience and Training
After passing all the examinations, the student has to undergo the practical training for 15 months in a company empanelled under the Institute or under a Practicing Company Secretary empanelled under the Institute for the same period. In addition to it, practical training for a period of three months is to be attended by the candidate. Lastly, the candidate has to attend the Secretarial Modular Training Programme (SMTP) of 15 days organised by the Regional Councils before he is enrolled as an Associate Member of the Institute.
Career opportunities as Company Secretary
As stated in the beginning, the profession of Company Secretaries is in its growth phase. The career as Company Secretaries can be divided into two divisions: Career in employment and Career in Practice.
Career in Employment
1. As per Section 383A of the Companies Act, 1956, all companies having paid up capital of Rs. 2 Crores and above have to compulsorily appoint a whole-time Company Secretary. The only qualification for being appointed as the Company Secretary is the membership of the ICSI. Again, all companies whose shares are listed in stock exchanges have to appoint whole-time Company Secretary as the Compliance Officer. Due to tremendous increase in set up of new companies in India, the employment prospect for the Company Secretaries is very bright.
2. The Qualification is recognised by the Government of India for appointment in higher level posts. This is one of the qualifications for recruitment in the Indian Company Law Service, an organised Group-A service.
3. Apart from companies, there is a growing need for the professionals like Company Secretaries in organisations which is run by boards, councils or other corporate structures. Many big co-operative firms are hiring the Company Secretaries.
4. Those who have academic bent of mind may pursue the career in research. As many as 45 universities recognise the qualification of Company Secretaryship for pursuing PhD. Some universities even recognise the Company Secretaries in respect of recruitment of lecturers of Commerce Faculty.
5. Professional organisations, financial institutions, banks, etc are recruiting Company Secretaries for different senior posts.
Career in Practice
After obtaining the Certificate of Practice from the Institute, practice may be set up. A lot of recognition has been granted to the Company Secretaries for providing services. Some of these are as below:
1. Company Law is the gospel of the Company Secretaries. As per Section 383A of the Companies Act, 1956 all companies having paid up share capital of Rs. 2 Crores and above are to appoint whole time Company Secretaries. Those companies which have paid up capital less than Rs. 2 Crores are to furnish a compliance certificate from Company Secretary in Practice. This has opened a flood gate of opportunities. Recognition has been granted to the Practicing Company Secretaries in respect of the following matters:
â Making declaration in Form 1 at the time of formation of company;
â Signing Annual Return for the Listed Companies;
â Certification for compliance to Schedule XIII in respect of managerial remuneration;
â Pre-certification of all forms for e-filing;
â Acting as Authorised Representative before the Company Law Board;
â Acting as Authorised Representative before the Securities Appellate Tribunal;
â Acting as the Internal Auditor of Depository Participants;
2. Under tax laws, recognition has been given to Practicing Company Secretaries to appear before the tribunals constituted under the Income Tax Act, 1961, Central Excise Act/Customs Act, Value Added Tax Act of almost all the States, etc. They can be appointed as valuers of securities under Wealth Tax Act, 1956. There is ample opportunity to practice as tax consultants.
3. Nowadays, banks and financial institutions are relying upon the secretarial audit of the assisted units before credit is extended. Company Secretaries in Practice are hired for professional assignments for preparing search reports/compliance reports of the assisted units. Scope in this respect is growing by leaps and bounds.
4. Members in Practice can set up Facilitation Centre for e-filing of tax returns, MCA21 returns. Due to his professional standing he is to gain from this type of venture. He can take up the job of tax administration of enterprises on retainer basis.
5. For Senior Members in the profession, the scope is continuously increasing. Practicing Members with at least 15 years experience may compete for the posts of Member of Company Law Board/proposed National Company Law Tribunal or National Company Law Appellate Tribunal. Again, Members having extensive experience in handling complicated legal cases have the opportunity for being empanelled as arbitrators under the institutionalized system of arbitration. Due to the inherent superiority of the Alternate Dispute Settlement System, the opportunities in the field of arbitration/conciliation are continuously growing.
6. There is trend in globalization of the professional services. Gone are the days when professionals were completely satisfied with the niche strategies. In this age of globalization coupled with competition, the Members of the profession may form mega firms with the other professionals and undertake big projects.
7. Lastly, the practicing area is expanding each day with the advent of new legislation. The society places reliance on the services of the Company Secretaries. With this as and invaluable asset the profession is sure to grow.
Aspiring candidates can contact the Regional Councils at the addressees given below for further information. Detailed information may also be accessed through the website : www.icsi.edu.
Headquarters :
Institute of Company Secretaries of India
“ICSI House”, 22, Institutional Area, Lodi Road, New Delhi-110003
Ph-011-41504444/24677321
Joint Director (Student Services)
Institute of Company Secretaries of India
C-37, Institutional Area, Sector-62
NOIDA-201309
Ph-0120-4239993 to 42439999
Web-site: www.icsi.edu
Regional Councils
Region Address
Northern India ICSI-NIRC,
Regional Council Plot No. 4, Prasad Nagar Institutional Area
New Delhi-110005
Ph-011-25763090/25767190/25816593
Eastern India ICSI-EIRC
Regional Council 3-a, Ahiripukur 1st Lane, Kolkata-700019
Ph-033-22832973/22816541/22816542
Southern India ICSI-SIRC
Regional Council House No. 9, Wheat Crofts Road
Nungambakkam, Chennai-600034
Ph-044-28279898/28222212
Western India ICSI-WIRC
Regional Council 13, Jolly Maker Chambers, No. 2,
First Floor, Nariman Point, Mumbai-400021
Ph-022-22021826/22844073/22047569
Author:- Anupam Lahiri;Curtsy:Employment News
During the recent years, due to the rapid growth of the corporate sector there is a tremendous need for the services of company secretaries. There is a huge gap between the demand and supply of the company secretaries. This write-up is an effort to give the brief information to the aspiring candidates for this profession.
In India the profession of Company Secretaries is regulated by the Company Secretaries Act, 1980. An institute called the Institute of Company Secretaries of India has been set up by the Government of India for the regulation of the profession. Membership of this Institution is a necessary qualification for venturing into this profession.
The Institute and the Regional Councils
The management of the Institute of Company Secretaries of India (ICSI) is entrusted with a Central Council which consists of elected Senior Members of the Institute. The working is done with the help of four Regional Councils set up at the four metropolitan towns of India like Kolkata, Mumbai, Chennai and Delhi. These Regional Councils are the focal points for the aspiring candidates for the profession. To help the students the Regional Councils have set up Chapters at different parts of the India. Each Regional Council has well equipped libraries, training faculties and coaching facilities for the benefit of students. Regular seminars and workshops are organised under the auspices of the Regional Councils for students as well as for Members.
The Course
The Course leading to the company secretaryship is divided into three phases as follows :
1. Foundation Programme;
2. Executive Programme;
3. Professional Programme.
There is a unique blending of law, management and accounting coupled with soft skills like drafting skill, analytical skill in the whole curriculum. The rigorousness of the course is intended to turn out competent professional to take up the position in the higher echelon of the corporate hierarchy.
Foundation Programme
This is the entry point for the course. Any candidate who has passed the Senior Secondary (10+2) on equivalent examination of a Board/University constituted by law in India or any examination recognised by the Central Government as equivalent thereto can apply for the Foundation Programme.
The following subjects are taught in the programme:
1. English and Business Communication;
2. Economics and Statistics;
3. Financial Accounting;
4. Elements of Business Laws and Management.
The students have to undergo either the postal coaching conducted by the Institute or the oral coaching organised by the Chapters/Regional Councils. Only after successful completion of the coaching, the Coaching Completion Certificate is granted to the students. On the basis of this certificate, a student can appear in the examination conducted twice in a year-in the months of June and December. There is a cut off date in respect of completing all the formalities before appearing for the examination.
Executive Programme
After passing the Foundation Programme, a student may enroll himself for the Executive Programme. Candidates possess-ing graduate/post graduate qualifications can directly enroll without undergoing the Foundation Programme subject to certain conditions.
The Executive Programme is modeled in two modules with the papers as follows:
Module-I
I. General and Commercial Laws;
II. Company Accounts, Cost and Management Accounting;
III. Tax Laws
Module-II
IV. Company Law;
V. Economic and Labour Laws;
VI. Securities Laws and Compliances.
The students have to satisfactorily undergo either the postal coaching or oral coaching organised by the Chapters/Regional Councils. Apart from undergoing the coaching, each student has to undergo compulsory computer training organised by the Regional Councils/accredited IT Institutes. On completion of all the formalities, student will be issued the Coaching Completion Certificate. After clearing all the formalities, student has to appear for the examination conducted twice in year.
Professional Programme
After passing the Executive Programme, the student has to register for the Professional Programme. The programme is modeled in four modules with the papers as given below:
Module-I
I. Company Secretarial Practice;
II. Drafting, appearances and Pleadings
Module-II
III. Financial, Treasury and Forex Management;
IV. Corporate Restructuring and Insolvency
Module-III
V. Strategic Management, Alliances and International Trade;
VI. Advanced Tax laws and Practice
Module-IV
VII. Due Diligence and Corporate Compliance Management;
VIII. Governance, Business Ethics and Sustainability
The requirement of completing the coaching is same as that of the Executive Programme. Students have to appear in the examination after completing all the formalities. On passing the examination, one part of the entry into the profession is cleared.
Practical Experience and Training
After passing all the examinations, the student has to undergo the practical training for 15 months in a company empanelled under the Institute or under a Practicing Company Secretary empanelled under the Institute for the same period. In addition to it, practical training for a period of three months is to be attended by the candidate. Lastly, the candidate has to attend the Secretarial Modular Training Programme (SMTP) of 15 days organised by the Regional Councils before he is enrolled as an Associate Member of the Institute.
Career opportunities as Company Secretary
As stated in the beginning, the profession of Company Secretaries is in its growth phase. The career as Company Secretaries can be divided into two divisions: Career in employment and Career in Practice.
Career in Employment
1. As per Section 383A of the Companies Act, 1956, all companies having paid up capital of Rs. 2 Crores and above have to compulsorily appoint a whole-time Company Secretary. The only qualification for being appointed as the Company Secretary is the membership of the ICSI. Again, all companies whose shares are listed in stock exchanges have to appoint whole-time Company Secretary as the Compliance Officer. Due to tremendous increase in set up of new companies in India, the employment prospect for the Company Secretaries is very bright.
2. The Qualification is recognised by the Government of India for appointment in higher level posts. This is one of the qualifications for recruitment in the Indian Company Law Service, an organised Group-A service.
3. Apart from companies, there is a growing need for the professionals like Company Secretaries in organisations which is run by boards, councils or other corporate structures. Many big co-operative firms are hiring the Company Secretaries.
4. Those who have academic bent of mind may pursue the career in research. As many as 45 universities recognise the qualification of Company Secretaryship for pursuing PhD. Some universities even recognise the Company Secretaries in respect of recruitment of lecturers of Commerce Faculty.
5. Professional organisations, financial institutions, banks, etc are recruiting Company Secretaries for different senior posts.
Career in Practice
After obtaining the Certificate of Practice from the Institute, practice may be set up. A lot of recognition has been granted to the Company Secretaries for providing services. Some of these are as below:
1. Company Law is the gospel of the Company Secretaries. As per Section 383A of the Companies Act, 1956 all companies having paid up share capital of Rs. 2 Crores and above are to appoint whole time Company Secretaries. Those companies which have paid up capital less than Rs. 2 Crores are to furnish a compliance certificate from Company Secretary in Practice. This has opened a flood gate of opportunities. Recognition has been granted to the Practicing Company Secretaries in respect of the following matters:
â Making declaration in Form 1 at the time of formation of company;
â Signing Annual Return for the Listed Companies;
â Certification for compliance to Schedule XIII in respect of managerial remuneration;
â Pre-certification of all forms for e-filing;
â Acting as Authorised Representative before the Company Law Board;
â Acting as Authorised Representative before the Securities Appellate Tribunal;
â Acting as the Internal Auditor of Depository Participants;
2. Under tax laws, recognition has been given to Practicing Company Secretaries to appear before the tribunals constituted under the Income Tax Act, 1961, Central Excise Act/Customs Act, Value Added Tax Act of almost all the States, etc. They can be appointed as valuers of securities under Wealth Tax Act, 1956. There is ample opportunity to practice as tax consultants.
3. Nowadays, banks and financial institutions are relying upon the secretarial audit of the assisted units before credit is extended. Company Secretaries in Practice are hired for professional assignments for preparing search reports/compliance reports of the assisted units. Scope in this respect is growing by leaps and bounds.
4. Members in Practice can set up Facilitation Centre for e-filing of tax returns, MCA21 returns. Due to his professional standing he is to gain from this type of venture. He can take up the job of tax administration of enterprises on retainer basis.
5. For Senior Members in the profession, the scope is continuously increasing. Practicing Members with at least 15 years experience may compete for the posts of Member of Company Law Board/proposed National Company Law Tribunal or National Company Law Appellate Tribunal. Again, Members having extensive experience in handling complicated legal cases have the opportunity for being empanelled as arbitrators under the institutionalized system of arbitration. Due to the inherent superiority of the Alternate Dispute Settlement System, the opportunities in the field of arbitration/conciliation are continuously growing.
6. There is trend in globalization of the professional services. Gone are the days when professionals were completely satisfied with the niche strategies. In this age of globalization coupled with competition, the Members of the profession may form mega firms with the other professionals and undertake big projects.
7. Lastly, the practicing area is expanding each day with the advent of new legislation. The society places reliance on the services of the Company Secretaries. With this as and invaluable asset the profession is sure to grow.
Aspiring candidates can contact the Regional Councils at the addressees given below for further information. Detailed information may also be accessed through the website : www.icsi.edu.
Headquarters :
Institute of Company Secretaries of India
“ICSI House”, 22, Institutional Area, Lodi Road, New Delhi-110003
Ph-011-41504444/24677321
Joint Director (Student Services)
Institute of Company Secretaries of India
C-37, Institutional Area, Sector-62
NOIDA-201309
Ph-0120-4239993 to 42439999
Web-site: www.icsi.edu
Regional Councils
Region Address
Northern India ICSI-NIRC,
Regional Council Plot No. 4, Prasad Nagar Institutional Area
New Delhi-110005
Ph-011-25763090/25767190/25816593
Eastern India ICSI-EIRC
Regional Council 3-a, Ahiripukur 1st Lane, Kolkata-700019
Ph-033-22832973/22816541/22816542
Southern India ICSI-SIRC
Regional Council House No. 9, Wheat Crofts Road
Nungambakkam, Chennai-600034
Ph-044-28279898/28222212
Western India ICSI-WIRC
Regional Council 13, Jolly Maker Chambers, No. 2,
First Floor, Nariman Point, Mumbai-400021
Ph-022-22021826/22844073/22047569
Author:- Anupam Lahiri;Curtsy:Employment News
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