Appointment as company secretary via change in designation

This query is : Open

Querist : Anonymous

Querist : Anonymous (Querist)

04 July 2016 DEAR SIR,

IF AN EMPLOYEE APPOINTED AS COMPANY SECRETARY FROM HIS CURRENT POST THAN FOLLOWING QUESTION ARISES:-

1. IS HIS APPOINTMENT LETTER SHOWING FOR HIS POST AS COMPANY SECRETARY AND ASSISTANT MANAGER (INTERNAL AUDIT) IS CORRECT IN THE EYE OF LAW.

2. IS HE HOLD BOTH THE DESIGNATION, IS ANY ISSUE IN THE EYE OF LAW OR IS THIS APPOINTMENT IS CORRECT.

c.bakshi

c.bakshi (Expert)
Follow

04 July 2016 First of all, The important thing is whether his/her appointment is mandatory in the eyes of law. i mean is the mandatory Company Secretary in whole time employment applicable on the company. if yes, then appointment as CS is valid and beneficial in the interest of company. however, he/she can also given some extra responsibilities like internal audit etc.

Querist : Anonymous

Querist : Anonymous (Querist)

04 July 2016 Yes in current case CS appointment is due to law compliance but Internal Auditor not mandatorily applied . However the person is want to take both the post. Is there is any issues or professional misconduct.

Upgrade to CAclubindia Pro. Subscribe Now!

c.bakshi

c.bakshi (Expert)
Follow

04 July 2016 See, if internal audit compliance is not applicable on the company, then he/she can perform and act as internal auditor. but TAG is COMPANY SECRETARY. but when internal audit compliance is applicable on the company, then it is decided by the BOARD of the company. READ SECTION 138

Querist : Anonymous

Querist : Anonymous (Querist)

04 July 2016 The main issue is for TAG, if a person work in two portfolio he desired for both designation i.e. in our case Manager (internal Audit) and Company Secretary.

Is company able to allow him both designation or not as per law?

c.bakshi

c.bakshi (Expert)
Follow

05 July 2016 he/she cannot take both the designation for filing purpose of ROC and as per the provisions of Companies Act, 2013

Querist : Anonymous

Querist : Anonymous (Querist)

06 July 2016 I think your reply is partially correct i.e. in MCA form because only CS designation is available for selection further he can upload appointment letter showing both designation and also hold both designation.

please correct if any wrong interpretation taken by me.