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Building upon strong foundation icsi - foundation day-28_nov[1]

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  • Ladies and Gentlemen The profession of Company Secretaries is built on – Independence, Ethics and Excellence
  • Company Secretary is stitched to ICSI Values which are Integrity Collective-wisdom Service and Innovation
  • Company secretaries renders diversified services to corporate sector
  • He is rendering services to all categories of companies and other forms of organisation
  • He is rendering services to all segments of Industries
  • Irrespective of their size and volumes
  • His services are not limited only to Indian boundaries.
  • He is rendering services to all segments of Industries
  • Company Secretary is a key to Corporate Excellence through Good Corporate Governance
  • Transcript

    • 1. Company Secretaries Profession Pavan Kumar Vijay, President Building upon Strong Foundation
    • 2.
      • Person who keeps SECRETS. It reflecting the confidentiality of the role and the trust placed on its holder
      SECREATRY COMPANY originated from the Latin word ‘secretarius’
    • 3.
      • SECRET is always MOST IMPORTANT
    • 4.
      • STRATEGIC MATTERS are MOST IMPORTANT
    • 5. Company Secretary is Must
      • For Continuity of Company
      • Management of Strategic Affairs
      • Continuity of company depends on formulation and implementation strategies and policies
      • Compliance of Legal Requirements
      • Non-compliance of law may lead to bankruptcy
    • 6. Need for CS was felt in 1953
      • When the Companies Bill, 1953 was under consideration in Parliament, the then Finance Minister, Dr. C D Deshmukh, who piloted the Bill, assured the Parliament that it would be the endeavour of the Department of Company Law Administration to help in the building up of Profession of Company Secretaries.
    • 7. Company Secretaries Institutes
      • The Indian Association of Chartered Institute of Secretaries of Joint Stock Companies and other Public Bodies (London), at Calcutta
      • The Indian Society of the Corporation of Secretaries (Limited), London at Bombay
      • The Institute of Company Secretaries at Bombay
      None of them was found suitable for developing into All India Institution
    • 8.
      • Hence, an Advisory Board for the Profession was setup on non-statutory basis
    • 9. Functions of Advisory Board
      • Advising Government on:
      • Registration, training and coaching of students
      • Holding of examinations
      • The extent to which foreign qualifications can be fitted into the present scheme on reciprocal basis
    • 10.
      • Then
    • 11.
      • Department of Company Affairs started
    • 12.
      • Government Diploma in Company Secretaryship (GDCS)
    • 13.
      • This marked the beginning of profession of Company Secretaries in an organised manner
    • 14.
      • Since then, the number of candidates grown
    • 15.
      • Grown SUBSTANTIALLY
    • 16.
      • Then, a need was felt to establish an autonomous body
    • 17.
      • Accordingly
    • 18.
      • on 4 th October 1968
    • 19.
      • An organisation was setup and registered
    • 20.
      • under Section 25 of the Companies Act
    • 21.
      • that played a vital role in Indian Corporate Sector
    • 22.
      • that is known as
    • 23.  
    • 24. Company Secretaries Act 1980
      • “ An Act to make provisions
      • for the
      • regulation and development
      • of the
      • Profession of Company Secretaries ”
    • 25. Shri P Shiv Shankar, the then Minister of Law, Justice and Company Affairs while moving the Company Secretaries Bill, 1980 “ The profession of Company Secretaries has an important part to play in the introduction of professionalism in the area of corporate management ”
    • 26. Profile of CS Under the Act
      • Sub-section (2) of Section 2
      • (b) “Perform or performs services in relation to promotion, forming, incorporation, amalgamation, reconstruction, reorganisation or winding up of the Companies”
      • These are the areas of Strategic Management and require extensive research, analysis, innovation, negotiation, documentation, etc.
    • 27. Profile of CS Under the Act
      • Sub-section (2) of Section 2
      • (c) (i) “Authorised Representative of a company with respect to filing, registering, presenting, attesting or verifying, any documents by or on behalf of the company”
      • Authorised representative does mean only representation before government and regulatory authorities
      • Representation is also made to Investors, business partners, banks and money lenders, media, arbitrators, customers, suppliers, … the list is very long
    • 28. Profile of CS Under the Act
      • Sub-section (2) of Section 2
      • (c) (i) “Secretarial Auditor or Consultant”
      • It is Audit of Secretarial Function.
      • Secretarial function now encompasses compliance of all laws applicable to the company and adherence to good corporate governance norms.
    • 29. Profile of CS Under the Act
      • Sub-section (2) of Section 2
      • (c) (vi) “Advisor to company on MANAGEMENT , including legal or procedural matters falling under any law for the time being in force”
      • General Management includes Leadership and Strategic Management
      • Various Management Function in which we provide our services include Legal, Financial, HRD, Marketing, Production, Information Technology, Infrastructure, R&D, Quality, etc.
    • 30.
      • Over the years the role company secretaries has expanded
    • 31.
      • Company Secretaries are able to do all these
    • 32.
      • because
    • 33. Company Secretaries are Built on Ethics Excellence Independence
    • 34. Company Secretaries are Stitched to ICSI Values I ntegrity C ollective Wisdom S ervice I nnovation
    • 35. However
    • 36. Change is only Constant
    • 37. The World is changing very fast
    • 38. So, expectations from Company Secretaries are also changing
    • 39. Company Secretaries Profession is also exposed to variety of RISKS
    • 40. Risk Factors Legislative Risk Competitive Risks Internal Risk Technological Risks
    • 41. Four critical developments are changing the business world
    • 42. Corporate Governance WEALTH SHARING WEALTH MANAGEMENT WEALTH CREATION
    • 43. Globalisation Vasudev Kutumbakam becoming a reality
    • 44. Technological Advancements Transportation Communication Information
    • 45. Public Private Partnership Government Industry
    • 46. These are bringing
    • 47. Opportunities as well as Challenges
    • 48. Because of wider knowledge and concern for everyone
    • 49. Company Secretaries play an important role in translating excellence in Corporate Governance into reality
    • 50. Considering increasing Globalisation of Trade and Commerce
    • 51. We adopted a Vision to achieve Global Leadership in Corporate Governance
    • 52. Our Vision “ To be global leader in development of professionals specialising in corporate governance ”
    • 53. Our Mission “ To continuously develop high calibre professionals ensuring good corporate governance and effective management and to carry out proactive research and development activities for protection of interest of all stakeholders, thus contributing to public good”
    • 54. Our Vision for Global Leadership is NOT about Global Dominance
    • 55. Its about global positioning
    • 56. Its about global benchmarking
    • 57. Its about global best practices
    • 58. Its about global concern, not only domestic one
    • 59. Corporate Governance is a wide enough to cover everything in company
    • 60. Defining Corporate Governance ” Corporate Governance is the application of best management practices , compliance of law in true letter and spirit and adherence to ethical standards for effective management and distribution of wealth and discharge of social responsibility for sustainable development of all stakeholders” -ICSI
    • 61. Definition by ICSI
      • Developed after:
      • Experience from two ICSI National Awards for Excellence in Corporate Governance
      • Covering visionary thoughts of Indian Leaders
      • Original Research for publishing ‘Corporate Governance Reporting (Model Formats)’
      • Study of International Codes and Best Practices
      • Extensive in-house delibrations
    • 62. The Vision is tall
    • 63. We have started climbing stairs to our vision
    • 64. Extensive Professional Development Programmes
    • 65. Extensive Professional Development Programmes Brand Building
    • 66. Extensive Professional Development Programmes Brand Building Extensive Research Projects
    • 67. Extensive Professional Development Programmes Brand Building Extensive Research Projects Re-organisation of Activities
    • 68. Extensive Professional Development Programmes Brand Building Extensive Research Projects Re-organisation of Activities Infrastructure Development
    • 69. Extensive Professional Development Programmes Brand Building Extensive Research Projects Re-organisation of Activities Infrastructure Development Study of Future Role of CS
    • 70. Extensive Professional Development Programmes Brand Building Extensive Research Projects Re-organisation of Activities Infrastructure Development Study of Future Role of CS Globalisation of Profession
    • 71. Still a lot need to be done to achieve our vision of in Corporate Governance Global Leadership
    • 72. Corporate Governance in Institute’s Affairs Human Resource Development Reengineering of all Processes Quality Management System Knowledge Management Proactive Professional Development International Networking Global Leadership
    • 73. We will achieve our vision by 2010
    • 74. The strength behind our optimism is
    • 75. ICSI Parivar Members A Closely Knit Family of Professionals Students Human Resources 17000 150000 235
    • 76. … and also our existing Nation-wide Network
    • 77. However members needs to rethink
    • 78. … and change themselves with time
    • 79.
      • Opportunities are there but need to be explored
    • 80. Opportunities for CS
      • Focus on Areas where Computers cannot enter
      • Venturing into Unexplored Areas
      • Diversification into New Segments
      • Fulfilling Expectations of the Society
        • Professionalism in National Development Projects
      • Entrepreneurship
        • Professionals know how to do business better than anyone
    • 81. Where Technology Cannot Enter
      • Arbitration and ADR
      • Due Diligence
      • Innovation/ Idea Generation
      • Complex Decision Making
      • Contingency Planning
      • Crisis Management
      • HRD and Industrial Relations
      • Entrepreneurship
    • 82.
      • Exploring Opportunities in Various Management Functions
    • 83. We Already Deal with All Departments MARKETING R&D AND PRODUCTION CORPORATE COMMUNICATION STRATEGY INFORMATION TECHNOLOGY HRM FINANCIAL SECRETARIAL AND LEGAL
    • 84.
      • Company Secretaries must diversify into New Segments
    • 85. Different Knowledge Areas IPR & GENERAL BUSINESS LAWS STRATEGIC MANAGEMENT CORPORATE AND SECURITIES LAWS FINANCE, ACCOUNTs AND TAXATION IT AND CYBER LAWS HRD AND INDUSTRIAL LAWS ENVIRONMENT LAWS INTERNATIONAL TRADE LAW
    • 86. Different Services ADVISORY DOCUMENTATION REPRESENTATION DUE DILIGENCE CERTIFICATION COMPLIANCES CORPORATE GOVERNANCE SECURITITIES MANAGEMENT
    • 87. Different Corporate Structures PUBLIC SECTOR UNDERTAKINGS PRIVATE LIMITED COMPANIES TRUSTS AND NGOS COOP SOCIETIES AND PRODUCER COMPANIES MUNICIPAL BOARDS SEMI-GOVERNMENT ORGANISATION UNLISTED PUBLIC COMPANIES LISTED PUBLIC COMPANIES Society Expects Professionalism Here
    • 88. Different Industry Segments MEDIA AND ENTERTAINMENT INFRASTRUCTURE, POWER AND TELECOM IT SOLUTIONS IT ENABLED SERVICES AND BPO TEXTILES TOURISM AND HOTEL CAPITAL MARKET AND ITS INTERMEDIARIES HOUSING AND CONSTRUCTION FMCG AGRICULTURE AND FOOD PROCESSING CAPITAL GOODS DRUGS, PHARMA AND HEALTHCARE BANKING AND NBFCS FINANCIAL SERVICES
    • 89. Different Scales SMALL SCALE MEDIUM SCALE LARGE SCALE
    • 90. Different Geographies of Operations INDIAN OPERATIONS MNCs INDIAN SUBSIDIARIES ABROAD
    • 91.
      • There may be some GAP , but it can be bridged
    • 92. Bridging the Gap
      • Understand Industry Needs
      • Gain ‘Knowledge of Management Functions’ – Learning little more than what is included in the CS Courses
      • Provide PQRS – P roductivity, Q uality, R eliability and S ervice
      • Use 3Cs - C reativity, C onfidence and C ommunication
      • Conduct Periodical SWOT Analysis of Self
      • Use Technology to Beat Technology
    • 93. Understand Industry Needs MEDIA AND ENTERTAINMENT INFRASTRUCTURE, POWER AND TELECOM IT SOLUTIONS IT ENABLED SERVICES AND BPO TEXTILES TOURISM AND HOTEL CAPITAL MARKET AND ITS INTERMEDIARIES HOUSING AND CONSTRUCTION FMCG AGRICULTURE AND FOOD PROCESSING CAPITAL GOODS DRUGS, PHARMA AND HEALTHCARE BANKING AND NBFCS FINANCIAL SERVICES
    • 94. Learn little bit about these Management Functions We Already Deal with All Departments MARKETING R&D AND PRODUCTION CORPORATE COMMUNICATION STRATEGY INFORMATION TECHNOLOGY HRM FINANCIAL SECRETARIAL AND LEGAL
    • 95. Provide PQRS
      • P roductivity – Management want you to use resources in most profitable manner
      • Q uality – There is no compromise on quality
      • R eliability – Companies require trust in abilities and loyalty to company all the time
      • S ervice – Value Added Services with courtesy and smile is absolute necessity
    • 96. Use 3 Cs
      • C reativity – Innovation is the critical success factor
      • C onfidence – Believe in Yourself (Yes, You Can Do It)
      • C ommunication – It is how you make people know about your creativity and confidence. It is Communication that creates opportunities.
    • 97. Periodical SWOT Analysis
      • S trengths: What are my strengths?
      • W eaknesses: What are my weaknesses?
      • O pportunities: What are new opportunities?
      • T hreats: What are new threats?
      So that you can CHANGE with the TIME
    • 98. Use Technology to Beat Technology
      • Extensively using Internet and E-commerce
      • Knowledge of Enterprise Resource Planning (ERP)
      • Using ERP and CRM in Practising Firms
      • Using Data Warehousing and Data Mining Tools
      • Discovering Computer Based Complex Business Analysis Models
      • There are many more...
    • 99. and
    • 100. COOPERATE INSTEAD OF COMPETE
    • 101. Global Success Call for Synergy of Brand Knowledge
        • Infrastructure
        • Capital
      Let Collaboration be Buzz Word for Us
    • 102. Quality of Service Commerce Brand Synergy Infrastructure Synergy Capital Synergy Collaborative Commerce Single Window Interface Knowledge Synergy Global Presence Growing Revenues Growing Customers Growing Nations Corporate Laws Economic Laws Taxation Laws WTO & IPR International Trade Law IT & BPO Management Consulting Finance and Accounting
    • 103. Adherence to Good Corporate Governance Norms in firm of PCS
    • 104. … is as vital as in any Company
    • 105. We strive for Excellence in Corporate Governance because
    • 106. Excellence in Corporate Governance Corporate Excellence Social Excellence National Excellence Excellence in Corporate Governance leads to National Excellence
    • 107. Best Governed Companies have excelled even in turbulent times
    • 108. For example, companies that have won
    • 109. ICSI NATIONAL AWARD FOR EXCELLENCE IN CORPORATE GOVERNANCE
    • 110. These examples tell us
    • 111. Excellence Good Governance is key to
    • 112. Be it in country, state or corporate sector
    • 113. Thank You