Key Elements of a Professional Attitude for Company Secretaries
Introduction: Company secretaries play a crucial role in supporting and ensuring a company’s success. While they may not be visible on the front line, their continuous and reliable support is invaluable. In this article, we will discuss the key elements of a professional attitude that are essential for company secretaries, emphasizing the importance of integrity, responsiveness, professionalism, competence, and collaboration.
Introduction: Company secretaries play a crucial role in supporting and ensuring a company’s success. While they may not be visible on the front line, their continuous and reliable support is invaluable. In this article, we will discuss the key elements of a professional attitude that are essential for company secretaries, emphasizing the importance of integrity, responsiveness, professionalism, competence, and collaboration.1: Integrity: Integrity serves as the foundation of professionalism. As a company secretary, it is crucial, to be honest and transparent in your dealings with others. You have access to confidential information, and it is your responsibility to maintain its confidentiality. Additionally, transparency regarding any conflicts of interest is important, and you should avoid actions that could be perceived as unethical.
2: Responsiveness: Being timely and prompt in your communication and actions is a key aspect of professionalism. As a company secretary, you often serve as the point of contact for clients, colleagues, and stakeholders. Responding to their queries and concerns in a timely and effective manner demonstrates that you value their time and are dedicated to providing excellent service.
3: Professionalism: Adhering to standards and behaviors expected in your profession is essential. Dressing appropriately, communicating effectively, and conducting yourself in a manner consistent with your position are essential aspects of professionalism. Additionally, maintaining a positive attitude and showing respect to others, regardless of their position or status, contribute to a professional demeanor.
4: Competence: Being competent means possessing the knowledge, skills, and abilities required to perform your job effectively. As a company secretary, staying up-to-date with changes in legislation, regulations, and best practices is crucial. Excellent organizational skills, attention to detail, and the ability to manage multiple tasks simultaneously are also vital. Demonstrating competence showcases your ability to provide value to your organization and stakeholders.
5: Collaboration: Working effectively with others to achieve common goals is the essence of collaboration. Company secretaries closely collaborate with colleagues, clients, and stakeholders. Establishing positive relationships and fostering a collaborative environment is essential for achieving the organization’s objectives. Being a team player and open to constructive feedback helps build trust and respect among colleagues and stakeholders.
Furthermore, Company Secretaries are also subject to legal actions as prescribed by the law. Therefore, they need to be well-versed in the law’s sections, rules, and provisions from a legal perspective. The Ministry of Corporate Affairs has entrusted many responsibilities to company secretaries. They have to keep up with the different aspects of the Act and the amendments that the ministry introduces for better and smooth governance. A company secretary should be adept at interpreting the language of law and redrafting and implementing it accordingly.
I’d be happy to include some legal provisions of the Companies Act related to the professional attitude of company secretaries.
Company secretaries are an integral part of the corporate governance system and play a crucial role in ensuring companies’ compliance with various laws and regulations. The Companies Act, 2013, lays down the legal provisions governing the duties and responsibilities of company secretaries.
Section Rule 8 of Appointment and Remuneration of managerial personnel rules,2014 of the Companies Act, 2013, states that every company having a paid-up share capital of Rs. 10 crores or more shall have a whole-time company secretary. The company secretary shall be appointed by the board of directors in consultation with the members and shall be a member of the Institute of Company Secretaries of India (ICSI).
Section 205 of the Companies Act, 2013, sets out the functions of the company secretary. It states that the company secretary shall:
- Act as a key managerial personnel of the company
- Ensure compliance with the Companies Act, rules, and regulations made thereunder
- Assist the board of directors in conducting board meetings, general meetings, and other meetings as required by law
- Maintain the minutes of the meetings
- Ensure proper disclosure of information to the shareholders, board of directors, and regulatory authorities
- Maintain the statutory registers and records of the company
- Ensure that the company complies with the applicable laws and regulations, including the securities laws
- Advise the board of directors on corporate governance matters
- Provide guidance to the board of directors on the roles, responsibilities, and duties of the directors
- Act as a liaison between the company and the regulatory authorities
- Ensure that the company’s policies are in compliance with the applicable laws and regulations
- Ensure that the company’s code of conduct is being followed by the employees
The Companies Act, 2013, also lays down the code of conduct for company secretaries. According to the code of conduct, company secretaries shall:
- Act with integrity, independence, and professionalism
- Maintain confidentiality and do not disclose confidential information without proper authority
- Provide accurate and timely advice to the board of directors
- Comply with the applicable laws and regulations
- Maintain the highest standards of professional conduct
- Not engage in any activity that is likely to bring disrepute to the profession of company secretaries
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