Career as company secretary

IN the days of yore it wasn't out of the ordinary for every prosperous family to have its own munimji. There was a regular system of taxation and book-keeping. Since India was the epicentre of trade, commerce and industry, tolls used to be collected from travelling merchants and levies imposed on commodities and services.

This couldn't have been possible without a regular system of accounting which was based on sound financial understanding. Interestingly, there is mention of the profession of accountants in Kautilya's Arthashastra which contains a chapter dealing with recording and maintaining of registers rather systematically. Even then the munimji was a respected part of the social and economic fabric.

Financial management has never been as critical an area as it is today. Whether it is the manufacturing, processing or service side of the business, confidence levels do not soar unless you have the solid presence of a finance expert. And it is usually the company secretary who emerges as the most important member of the corporate management team.

The knowledge and training acquired make him versatile enough to carry out various functions in finance, accounts, legal administration and personnel. The purse strings of the company may not be directly in his hands but it is he who holds the key to them. In fact there is a statutory regulation insisting on every company with a paid-up capital of 50 lakh to have on its payrolls a full time company secretary (C.S). Depending upon the company he works for, a company secretary's role could vary. He performs the role of a corporate planner who explores expansion opportunities, overseas overall growth prospects, tie-ups, mergers, joint ventures, amalgamations, collaborations within and outside the country.

He presents the company's key financial ratios, pricing data, earnings announcement and recent operating results. His advice often clinches his employers' investment decisions. Other than project viability, a company secretary studies future trends, market pressures and competition levels keeping in mind the stability of the rupee or the local currency. He is responsible for finalising strategies on fund raising, going in for public issues, deciding on dividends, bonuses, and public deposits. He interacts with shareholders, financiers, government and regulatory agencies to ensure an investor-friendly environment. His expertise is availed of even during the incorporation of a company, in the preparation of memorandum and articles of association, appointments and re-appointments of managing directors, arranging of inter-corporate loans and in other investment matters.

A company secretary could be asked to offer advice in senior level appointments, not so much in terms of their merit or calibre but with regard to their salaries, remuneration, perks and other financial emoluments. Whatever financial decisions he makes have to be in accordance with prevailing corporate laws, central and state sales tax levies, excise and labour laws. He has to handle all appearances before the company law board as also complaints regarding unfair and restrictive trade practice from parties and consumer protection legislation. He may have to seek approval from the RBI for issue of shares to NRIs and foreign companies, for remittance of dividends, royalties, technical know-how, fees. He should have information on new issues, mutual funds, company deposits, units, provident fund, LIC, financial and retirement planning schemes.

His is a delicate balancing act which has its share of constant job pressures. Any default or anomaly would be credited to him by his company of directors. He is supposed to have all the answers and grasp of loopholes. His advice is solicited on matters relating to permits and licenses under the Foreign Exchange Regulation Act (FERA) and the Monopolies and Restrictive Trade Practices Act (MRTP). He is authorised to file, register, present, attest and verify any legal, financial or other document on behalf of the company. He also signs the annual returns of the company.

To become a company secretary, you have to first be a member of the Institute of Company Secretaries of India with its headquarters in Delhi. The institute has four regional offices in Delhi, Mumbai, Calcutta and Chennai, another four regional councils and 36 local chapters in the country. Membership facilitates you in seeking employment and/or branching out on your own. For this you will have to clear the preliminary, intermediate and final exams conducted by the institute and follow it up by practical training and experience.

To enrol for the foundation course you should have passed your Plus Two. You can take the intermediate exam if you have completed your graduation/ post graduation or the final exam of the Institute of Costs and Works Accountants of India or the Institute of Chartered Accountants of India. At the foundation level you would be studying business communication, business laws and management, economics, statistics and principles of accounting. At the intermediate and final levels, your subjects would cover labour law, managerial economics, taxation, audit and industrial law. Lessons and resource material is sent through the post.

Simultaneously, you are to do your practical training which would form a part of your experience and an important part of your C.V. Oral lectures are conducted at select places. You will have to pay extra fees to avail of these lessons. Once you have completed your postal and oral coaching, you can sit for your exams which are held twice a year , — in June and December, at a total of 36 centres. Registration for these exams has to be done at least nine months prior to taking the exam.

Your practical experience must include two years experience as an executive or three years as an assistant in the secretarial, administerial, financial, accounting, personnel or legal side of any company which has the requisite paid up share capital of a minimum of Rs 25 lakh or which has gross fixed assets of at least Rs 50 lakh. Alternately, you could have three years experience as a lecturer of law, accounts or management; a gazetted officer in the Central/State Government; as a chartered or cost accountant; as an advocate in a high court.

A company secretary's job responsibilities and nature of work cannot only vary from employer to employer but also be diverse in its scope and reach. A qualified company secretary will find a suitable job offers in any company which has a paid up capital of Rs 50 lakh and above. A candidate who has only cleared his intermediate exam will have to look at those firms which do not have a paid up capital of 50 lakh. A company secretary's degree is an essential qualification for recruitment to grades I to IV in the accounts branch of the Central Company Law Service of the Department of Company Affairs.

You could also look at companies which are seeking listing on stock exchanges because it is mandatory for them to appoint a company secretary. The Indian banks association has also recommended to banks to consider appointments especially of those who have a specialisation and a core competence in specific areas such as merchant banking, law, finance and accounting.

It might be a long and arduous climb to the top, but the career prospects of a company secretary are bright, if he makes the right career moves. If you have the right corporate experience, you may find yourself at the helm of affairs. A competent company secretary, with an excellent understanding of corporate dynamics is an ideal candidate to be made the company's chief functionary. He is often designated with the task of being the company's conscience-keeper and the public's chief custodian since he guards the interest of their shares. The salaries and perks for a company secretary are excellent, even in the present scenario of shrinking margins and dovetailing of costs. For some reason men outnumber women in this profession.