Office of the Company Secretary in public ltd. co.

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Ramesh Chandra Pusola (Querist)

01 October 2010 Dear Experts,
Please guide me on following points:
1) Can a office of the Company secretary remain vacat due to the resignation of the company secretary.
2) What are the condition if office of the Company secretary remain vacat in the company and what are the consequance for the same.
3) Our company is listed with stock exchange and we have appointed the Compliance officer for compliting the compliance of the company. But still company secreary is not appointed. Out Authorised capital is more then Rs. 10. Cr
Please guide me on the above points.
Thanking you,
With regards
Ramesh Chandra Pusola

Ajay Mishra

Ajay Mishra (Expert)

01 October 2010
Dear Mr. Ramesh

In case of company having paid-up share capital of 5 crore or more shall have a whole tome company Secretary as per Rule 2(1) of the Companies (Appointment and Qualifications of Secretary) Rules, 1988 read with section 383A of the Companies Act, 1956.

Where the paid-up share capital of the company is increase to 5 crore or more , the company shall appoint a whole time company secretary within 1 year from the date of such increase as per proviso of the Rule 2(1).
But , the proviso of section 383A provide a liberty to the company for the appointment of CS on the basis of financial incapability.

So I will suggest you that you that you can take the benefits of proviso of section 383A of the Companies Act, 1956.

In case of listed public company, In a good corporate practice and it is mandatory to have/appoint a company secretary for the purpose of section 161, and 215 (1) of the Companies Act, 1956.

Regards

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