APPOINTMENT OF COMPANY SECRETARY

INTRODUCTION
 The appointment of company secretary is a statutory
obligation for every public limited company.
 Such appointment should be through written
agreement.
 The agreement should include the period for which he
is appointed , condition of employment ,salary or
allowance allowed, rules regarding termination etc.
 Every public limited company must have a company
secretary. The possible ways of appointing company
secretary are discussed below
APPOINTMENT BY THE PROMOTERS

The first Secretary of a company is generally

appointed before its incorporation. The promoters
give such appointment for assisting them in all
preliminary works of company formation, holding
meeting, keeping minutes of meetings and
preparing various documents. The name of such
secretary may be included in the articles of
association of the company
APPOINTMENT BY THE FIRST BOARD OF
DIRECTORS
After incorporation, the first board of directors
appoints the company secretary by adopting
Resolution in their first board meeting as his
appointment is mandatory for every public
limited company.
Here they can appoint a new company secretary
or can continue the existing secretary appointed
by promoters.
APPOINTMENT FROM WITHIN THE BOARD
OF DIRECTORS

After incorporation, the promoters can appoint

any one of them as company secretary who is
deemed to be qualified for the post , in such a
case , a special resolution needs to be adopted as
the post is an office or profit
APPOINTMENT OF PROFESSIONAL
SECRETARY
At the time of formation or after incorporation
Of the company, the directors can appoint any
professional company secretary . Such secretary can be
appointed on the part time or full time contract.
QUALITIES OF THE COMPANY SECRETARY

 In addition to the statutory qualifications, a

company secretary should process certain other
qualities if he is to discharge his mulitfarious
duties efficiently . The qualities are

A sound general education helps

the secretary in grasping the subject without
taking much of his time and effort
 Command over languages
As a large part of
secretary’s work consists of ccorrespondance and
preparation of report and precis,it is necessary
that he should have a command over language.
Futher, he should also be conversant with certain
specialized business terms and expressions
suited of his work. If his company has foreign
connections, it is better for him to have
knowledge of one or two foreign languages.
 KNOWLEGDE OF OFFICE ADMINISTRATION
For the efficient organization of the office,
the secretary should know the best system
of filing and indexing and should have a
knowledge of labour saving devices,
recritment of office staff, methods of
remuneration , delegation of work etc.
 KNOWLEGDE OF ACCOUNTING AND
TAXATION
•As company secretary is an executive
office of the company, he must also
have a basic knowledge of the
principles of Accounting and taxation,
consisting of income tax and sales tax.
 KNOWLEDGE OF COMPANY LAW