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Must have qualities for a modern company secretary

Rohit Jain  
on 20 June 2016

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From a mere perusal of the prevailing situations, needless to say, the profession of Company Secretaries is slowly but steadily gaining reputation and its long due position in the Indian corporate scenario. As has been outlined in numerous discussions and articles, sometimes in journal of the institute itself, the profession of Company Secretaries is not a worldwide profession. It is recognized as an Independent profession mostly in the Commonwealth countries.

Be that as it may, the position of Company Secretaries in India has gained a tremendous boost with the passage of Companies Act, 2013 and the bestowal of being the only profession to be recognized as eligibility for being appointed as a Compliance Officer for listed companies (correct me if it has not been notified yet) is another feather in its cap. The question that begs our attention is, whether one should rest on his laurels? This has to be answered in negative, simply because any profession or professional that refuses to evolve with the efflux of time and technology gets obsolete quickly.

As one achieves success in CS examinations & gets the coveted membership of Institute of Company Secretaries of India, he becomes eligible to be appointed as a Company Secretary (either in a single capacity or as a member of a large corporate team).

As iterated earlier, times have changed. One has to evolve with modern times. What has not changed? Your companies are changing, they are adopting hitherto unseen and unprecedented strategies that makes a person who is averse to change, baffle and balk. For freshly minted professionals, now is the time to not only start afresh (which they will do anyway) but also keep revising themselves with the latest and best practices. Here is my overview of such 10 qualities that a modern company secretary should possess. When we say ‘Modern’, we do not wish to emphasize the time element. We wish to emphasize the nature of profession. Below are such qualities.          

1. Good knowledge of  interpretation of law

One may ask, what the new thing that is being said here? Yes, I agree with your stance. But this may never change given the nature of our role. A CS cannot be bad in interpreting law. If someone tries to limit the word law to just ‘Company law’, then he is totally wrong. A good Company Secretary should not only be good in just his core domain, viz. Company law, but also all other applicable laws. Even if a pure CS role may not require you to be involved in other legal matters, yet interpretation of law is a must have skill.

Let us take a hypothetical situation. You are a company secretary of a fast growing company. A question crops up before you from the management to explain them the risk that they face as KMPs of the organization. If you are good in interpretation of law (Law includes laws from legislature as well as court made law), then you will take a recourse from not only Companies Act but also other substantive acts like the Income Tax Act, Excise Act, EPF Act etc. to frame your opinion.

Company Secretaries should be aware of and prepare themselves for the fact that as they climb up the corporate ladder, their role would expand to that of an Administrator, a mediator, an advisor and decision maker. What is the use of adviser if his advice itself is found on a week foundation? It is therefore expected from a modern CS that he have the best interpretation and legal skills to face such situations.

How to get these skills – Subscribe, read and find Legal opinion, case notes, case laws (if reams of paper do not exhaust you), Journals etc. As a matter of homework, aspiring CSs can read the excellent backgrounder note on the Companies Amendment Bill (2016) which was released prior to the tabling of the said bill in Parliament.

2. Impeccable understanding of  business

While Point-I seeks to explain the technical expertise, every technicality has to be supplemented by practical or real world experience. Therefore a professional Company Secretary should not only be well versed in interpretation of law but also have an inept understanding of real world businesses. It gives the professional a total and practical understanding of what the company is doing and what the company aspires to do. Let us be practical. Legal compliance has to be tested on the fabric of reality. There are certain actions that require proper planning.

An indepth understanding of business thus helps in proper planning of compliance process and shifts priorities accordingly.

Understanding of business also helps in taking proper career decisions. One can make a right career move if he can find out that the present line of business may not be most suitable for his present career plans.

3. Indepth knowledge of finance

This point has the capacity to invoke mixed reactions. One class of observers may strongly argue that CS should keep themselves limited to compliance aspects, while the other class may advocate an expanded and all-encompassing role for a CS. While the present corporate laws place certain limitations on duplication of roles, yet there is a scope for a CS to have a say in the finances of the company.

As we all are aware, CS occupies a position right below the Board of Directors in the corporate hierarchy. This position can be utilized for maximum professional benefit. While this may sound as totally impractical on a plain reading, I’ve had met some CSs from Industry who are also playing a role in Financial aspects of Company.

4. Good to excellent communication skills

No matter how much an expert you are, the ultimate result of your expertise will also be cemented by or affected by your communication skills. Being an animate world, we express emotions in form of words and languages. In a multinational world where your promoters may be sitting across the ocean and if there may not be any physical interaction with them, it is your words (both spoken and written) that matter.

Develop a perfect style of your writing, detailing down to such granularities as the font you use, the font size you use, the paragraph style, method of greeting etc. Although this seems to be a tedious exercise, once done, you will always retain the style you have. Larger the company, greater the scope for you to customize this (without going into foppish mannerisms)

There are lot of good articles available on the Internet which provide excellent insights into how to become an effective communicator (I’d have preferred writing something here, but that will lengthen the article unnecessarily)

5. Networking skills

Man is a social animal. We love being surrounded by good people. An intellectually and subjectively bright person will never prefer a company of snobs or of those who make a fun of his intellectualities. This was perhaps the reason why Elon Musk, one of the best innovators presently, preferred moving from South America to the United States.

A modern company secretary should be good in networking skills. He should not be bogged down by operational complexities and be readily approachable.

This benefits both on professional front as well as personal front. Beyond a certain point, as we all know, the world of compliance is small. Relationships that you foster at the start of your career help you in the long term where your former bosses would / will recommend you for further positions.

This is how the world functions, and any person lacking these necessary skills may find himself lagging behind his contemporaries. Luck is one factor and then ground realities, another.

6. Interpersonal skills

Interpersonal skills are those skills which a person deploys while dealing with fellow colleagues. Let us be honest. Apart from professional goals, we also have certain personal goals which we seek to maximize at work place. This includes finding good friends and developing relationships. Maturity, Honesty and bevy of other gentlemanly qualities will certainly help in this.

Networking skills are the initiation of workplace relations while interpersonal skills help to gel this further. In short, interpersonal skills are a must for an aspiring Company Secretary (for the matter, for any professional)

7. Readiness to work for long hours

No explanation required, as we already know that filing season will shortly begin…..

8. Continuous learning, improvement and development

Thank you for reading this. I hope you enjoyed reading this article. While there are many things that should or should not be written, I have my limitations. Whatever presented hereinabove (overdose of legalese :) ) is the best I could present.


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