Says the New Law will Further Accelerate the Transformation of Company Secretaries into Corporate Governance Professionals

The Institute of Company Secretaries of India (ICSI) has welcomed the new Company Law i.e. Companies Bill, 2012 as passed by the Parliament yesterday. Terming it as a modern, growth oriented and futuristic law, Shri S. N. Ananthasubramanian, President, Council of the ICSI, said that the new law promises improved corporate governance norms, enhanced disclosures and transparency, facilitation of responsible entrepreneurship, increased accountability of company managements and auditors, protection of interest of investors particularly small and minority investors, better shareholder democracy, facilitation of corporate social responsibility (CSR) and stricter enforcement processes. He said the Act is designed to balance the stakeholders` interests, viz, promoters, shareholders and public at large.

Shri Ananthasubramanian said the new Companies law will further accelerate the transformation of Company Secretaries into corporate governance professionals by recognizing them as Key Managerial Persons in a Company along with the Chief Executive Officer / Managing Director / Manager, Whole-Time Director and Chief Financial Officer. The Company Secretary is expected to become the Chief Governance Officer of the Company and lead the governance initiatives. Further, it envisages a much larger role for Company Secretaries in areas of secretarial audit, restructuring, liquidation, valuation and much more, the Institute has said.

Recognition of Company Secretaries as Key Managerial Persons strengthens corporate governance role and accountability under the new companies law. The Companies Bill, 2012 is expected to strengthen corporate governance through enhanced disclosure, transparency and accountability, protect investors, and facilitate corporate social responsibility. The law formally recognises Company Secretaries as Key Managerial Persons, positioning them as Chief Governance Officers with expanded roles in secretarial audit, restructuring, liquidation, valuation and other governance functions.