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director as a company secretary

Seema Sharma (.) (24 Points)

09 July 2010

CAN A DIRECTOR BE APPOINTED AS A COMPANY SECRETARY IN A PUBLIC CO. HAVING 3 DIRECTORS

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11 Replies

(Guest)

No, The director can not appointed as Company Secretary..

Because Minimum 3 Directors are required.

If You file form for the Director, then Secretary's Name will be missing at the MCA

and

If you file the Form for the Secretary, then the Director's place will be missing at the MCA

Nitin Grover (CS) (1228 Points)
Replied 09 July 2010

Dear Seema

AS usually a director can be CS of the company if he possess the CS qualification and the director must not be in minimum limit of Directors in a Company i.e.

1. in Pvt Ltd more then 2

2. in Ltd company more then 3

then only a director can be a CS of that company.

Regards

(Guest)

3 Director + Director cum Company Secretary is possible

But

2 Director + Director cum Company Secretary not possible

Nitin Grover (CS) (1228 Points)
Replied 09 July 2010

ya Ankur sir

2 Direc + Direc cum CS possible for pvt ltd and in ltd only 3 + 1 D cum CS

Regards

sudhakar senapaty (cs) (21 Points)
Replied 09 July 2010

IF YOU ARE A COMPANY SECRETARY IN A COMPANY

YOU CAN BE ADDITIONAL DIRECTOR, IN THAT PUBLIC COMPNY

IF THER IS TWO DIRECTOR , YOU CAN BE A DIRECTOR OF THAT COMPANY AND FILE FORM NO.32 IN THIS RESPECT

ALSO YOU CAN BE A COMPNAY SECRETARY IN THAT COMPANY

MCA SITE WILL SURELY SHOWS THAT YOU ARE DIRECTOR AND COMPNAY SECRETARY

I HAVE SEEN MCS SITE OF DIFFERENT COMPANY

THAT SOME PERSONS ARE DIRECTOR AS WELL AS COMPANY SECY.

Nitin Grover (CS) (1228 Points)
Replied 09 July 2010

Dear Sudhakar

where CS is compulsory you can not appoint a single person as a director cum CS if their are only two direcotrs (including him) in private limited and 3 in case of Public Limited

Regards

rohit (CA Finalist) (480 Points)
Replied 10 July 2010

i agree with the members replies herein

CS Ankur Srivastava (Company Secretary & Compliance Officer) (17848 Points)
Replied 10 July 2010

Dear Seema Ji,

Yes, ofcourse a Director can be a Company Secretary of the Company. Secondly in case of 3 director, also he can be the Company Secretary.

Plese refer section 383A where it is clearly written that Every Company having such paid up share capital as may be prescribed shall have a whole time company secretay and where the board of directors of any such company comprises only 2 directors, neither of them shall be the recretary of the company.

It clearly means that in case of more than 2 directors, one of them may be CS of the company.

(Guest)

We have to keep in mind the MCA system also and MCA system will accept a person as Director or Secretary only and not both..

So, If you appoint him in the Dual capacity, then Your company will be at default as per MCA system..

Secretarial Trainee (Management Trainee) (21 Points)
Replied 14 July 2011

If a whole-time CS is appointed as a Director in a Company, he will automatically become WTD of the Company. As a CS is in whole-time employment of the Company and being a Director in Whole-time employment would deem him to become WTD.