The company secretary's role in India has received increased attention as the value of good corporate governance continues to be important in today's world, not least due to the global financial crisis.
But few are still unclear about 'Who is a corporate secretary?’
A corporate secretary is responsible for maintaining the governance framework's legitimacy, being responsible for the company's effective management, ensuring compliance with legislative and regulatory standards, and enforcing decisions taken by the Board of Directors.
Generally, corporate laws have kept the need for a company secretary in companies. And, according to the market regulatory laws and, corporate governance requirements and procedures, the responsibilities of a secretary include advising the board and executives. The modern company secretary's specialist job has arisen to position them as one of the organization's prominent governance specialists.
As the boardroom dynamics are evolving, executives as well as directors find that they need specific expertise and professional experience in this field. For this, they are turning to company secretarial services for assistance. A few important functions and roles performed by a company secretary are cited below:
It's critical that strong governance arrangements are in place and well-structured. The corporate secretary's role allows them to get a broader view of the governance process. They are also responsible for ensuring that the governance and statutory reports are in compliance with the relevant laws.
This should entail that the code of corporate governance's formal paperwork is in order, such as the calendar of matters reserved by the Board.
The company secretary is responsible for advising the Board of Directors on all compliance issues. They should assess whether the Board and its other governance mechanisms are fit for the purpose regularly and discuss any changes or proposals that might enhance the company's governance. The association of the company and the secretary is essential for a well-functioning Board of Directors.
Company secretaries play a crucial role in good governance by assisting the Board of Directors and its committees in conducting their responsibilities efficiently and in compliance with their terms of reference and best practices. It involves ensuring the introduction of high-quality practices, while keeping the management and board well-informed about all the processes and ongoings of the company.
This should encourage directors to engage in board meetings and deliberations actively and strengthen the Board's ability to make sound decisions. Also, the corporate secretary can pursue and coordinate follow-up activities and provide updates on any issues that arise later.
The company secretary's recommendations and services should be available to all the directors and executives. The company secretarial services include maintaining good working relationships with all board members, giving objective counsel, and behaving in the company's best interests.
They also assist the board with all growth procedures, including board assessment, induction, and training, to facilitate board development. This should include undertaking a comprehensive annual evaluation of the Board.
Furthermore, company secretarial services also overlook and conduct the creation of personalized familiarization programs for new directors and also prepare schedule for individual directors and the Board. The corporate secretarial services ensure that the organization’s board’s practices comply with the governance standards.
As a specific interface with the Board of Directors and management, the company secretary acts as an essential link between the Board and the other key stakeholders such as banker, shareholder, investors etc. They will mentor management to consider the Board's standards and importance by using good communication.
Company secretarial service providers often communicate with relevant authorities to retain productive shareholder ties.
There has been a better focus on corporate governance reporting quality and demands for greater accountability in recent years. The corporate secretary contributes in the preparation of annual report and ensures that all records are made available to shareholders in compliance with relevant corporate laws.
This contains rights and obligations of all the people involved in the formation, operation, and management of the company. Under this, even directors' actions can be stated as invalid, unlawful, or criminal if they don't get this advice.
After the proposed changes in the market regulatory laws that were amended in 2014, including SEBI Laws, the company secretary's position has grown significantly in scope and significance. It's a particular position because the Company Secretary is rarely part of ‘line management’ or a board of directors.
Since there are too many tasks to be covered daily, choosing the right employee for the job is a critical challenge in and of itself. The responsibilities of a Company secretary are huge, and it needs someone accountable and competent.
Lately, corporate secretarial services are being outsourced by a lot of organizations. We at TRC Corporate Consulting bring you multiple reasons to embrace the outsourcing of company secretarial services. We offer tailored solutions to our client's needs. Through our outsourcing skills and practice, we surpass our clients' expectations. Our staff works collectively to ensure that we are the right service provider for both blooming businesses and established organizations.
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