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Practising cs can be director ?

Dipjyoti Majumdar (CA in service & CS. dipmaj@ rediffmail.com ) (3468 Points)

02 August 2012

Friends,

Can a Practising Company Secretary be a Director in a Company? I present here two situations:

1. If he is a Non Whole Time / Independent Director.

2. If he does any consultancy / assignment / certification work for the Company.

Esteemed views from Members are requested on the matter.

I am of the opinion that unlike ICAI, ICSI does not have any concept of Part Time practice. A PCS means he is in whole time practice. Therefore it seems a PCS cannot be appointed as Director in any company, in whatsoever capacity be.

Regards,

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4 Replies

Deepak Gupta (CA Student) (15922 Points)
Replied 02 August 2012

The Council had at the 156^th meeting held on 19^th – 20^th March, 2005, in exercise of its powers under regulation 168 of the Company Secretaries Regulations, 1982 accorded general permission to members in practice to become non-executive director/promoter/promoter director/subscriber to the Memorandum and Articles of Association of a company the objects of which include areas which fall within the scope of the profession of Company Secretaries irrespective of whether or not the practising member holds substantial interest in that company.
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The Council had also allowed members in practice to become non-executive directors/promoter/promoter director/subscriber to the Memorandum and Articles of Association of a company which is engaged in any other business or occupation provided that the practising member does not hold substantial interest in the company.
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The term non-executive director was defined to mean an ordinary director who is required to attend the meetings of the board or its committees only, not paid any remuneration except the sitting fees for attending the board/committee meetings and any remuneration to which he is entitled as ordinary director, and devoting his time for the company only to attend meetings of the board or committee thereof and not for any other purpose.