“Company Secretary” has started a long journey form clerk to manager, general manager, decision maker, key managerial personnel to its full avatar of governance professional.

Depending upon knowledge, experience and expertise, all members of same profession may not be on same glorified height. Some may still be a clerk and some other may be on top of ladder. This all may depend upon our risk appetite of individual and his willingness to accept challenges. This will also depend upon the challenges offered to the professional.

While you are reading this paper, we are in transforming stage and going to switch from reign of the Companies Act, 1956 to the Companies Act, 2013. Earlier than this, corporate world has transforming itself from profit oriented organisations to growth oriented organisations; hard core capitalists to socially responsible corporate citizens; opaque monarchy to well governed transparent organisations. This transformation is a continuous process.

Are company secretaries changing only with flow of stream or doing something more?

Are company secretaries may understand diverse business environment or just a few legal points?

Are company secretaries may govern an organisation or just may preach governance mantra written in holy books of corporate governance?

Further, our universe is extended up to extent of our vision. The inherent question is whether we are swimming in a decorated swimming pool or free flowing in an ocean.

This paper aim to examine in light of above discussion, critical issues for company secretaries from medium scale enterprises to multinational enterprises with factors related to experience and expertise.

Understanding Ground Realities:

In medium to not so big enterprises, there is limitation of resources to hire a team of company secretaries. They hire a company secretary with or without experience to do all odd job related to legal and secretarial function with additional expectation to handle finance or some other department. These companies may have to face same legal challenges, as all other big companies with their limited resources. These companies treats company secretary as a liability until companies receive some notices or otherwise lands in some legal troubles. Until trouble started, managements of these companies consider even a few legal books or continuing education programme as a burden. When trouble started, company secretary have to take an avatar of competent professional who should be able to fight for the company. This is a very challenging scenario for an inexperienced young ambitious company secretary who suddenly finds himself in a maelstrom.

This is basic question, whether a young company secretary in employment with a little experience may handle all these specialised legal issues?

This was abstract of my article of same name published in souvenir of 41st National Convention of Company Secretaries on page A – 91.

Earlier, my article “Keep Conscience Awaken: Blow Whistle” was published in souvenir of 40th National Convention of Company Secretaries on page 137.  The link of the Souvenir is

The link of all Souvenir articles is


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