5. Some Myth and Queries…………….
are still there in the minds of Company Secretaries
What is the Role of Company Secretary?
Whether this Degree is sufficient?
What type of profile I will get?
7. BOARD OF
DIRECTORS DIR A DIR B DIR C DIR D DIR E
COMPANY POLICIES
INVESTORS CUSTOMERS
GOVERNMENT AND
SUPPLIERS
EXTERNAL STAKEHOLDERS REGULATORS
LENDERS SOCIETY
DEPARTMENTS IN A COMPANY
CORPORATE FINANCE AND HUMAN CORPORATE PRODUCTION INFORMATION
LEGAL MARKETING
PLANNING ACCOUNTS RESOURCES COMMUNICATION OPERATIONS
AND TECHNOLOGY
OPERATIONAL PLANNING AND EXECUTION
Who is Company Secretary
8. Every Company Needs a Person to
Coordinate between various departments and all stakeholders,
Ensure compliance of all applicable laws and
Develop mutual trust between various stakeholders
The person must have adequate knowledge of
Management and Law
Who is Company Secretary
9. BOARD OF
DIRECTORS DIR A DIR B DIR C DIR D DIR E
CS is the Principal
Officer of the COMPANY POLICIES
Company
INVESTORS CUSTOMERS
SUPPLIERS COMPANY GOVERNMENT AND
EXTERNAL STAKEHOLDERS
SECRETARY REGULATORS
LENDERS SOCIETY
DEPARTMENTS IN A COMPANY
CORPORATE FINANCE AND HUMAN CORPORATE PRODUCTION INFORMATION
LEGAL MARKETING
PLANNING ACCOUNTS RESOURCES COMMUNICATION OPERATIONS
AND TECHNOLOGY
OPERATIONAL PLANNING AND EXECUTION
Who is Company Secretary
10. Company Secretary in Employment
The Company Secretary, a professional bound by the
Code of Conduct, aligns various management functions
with company policies, ensures compliance of all
applicable laws and endeavors to develop mutual trust
between various stakeholders leading to good corporate
governance and sustainable growth of the company.
Who is Company Secretary
11. Company Secretary in Employment
Ethics and
Mutual Trust
Regulatory
Compliances
Management
Functions COMPANY SECRETARY
navigates the
Company CORPORATE GROWTH
Policies with
GOOD GOVERNANCE
Who is Company Secretary
12. Company Secretary in Practice
The Company Secretary in Practice is an independent
professional, bound by the Code of Conduct, rendering
audit, advisory and representation services in relation to
management, law and corporate governance processes
and practices.
Who is Company Secretary
13. Company Secretary is a
Special Kind of Generalist
who contributes
significantly in all
departments of the
Company
Who is Company Secretary
14. Knowledge of both Management and Law becomes
his USP and Core Competence
Who is Company Secretary
15. Whether Degree of Company Secretary alone is
Sufficient?
Who is Company Secretary
17. Second Item
Segment wise role of
Company Secretary
18. Specialization of Company Secretaries
vary from Segment to Segment
Segment wise role of Company Secretary
19. CORPORATE
AUDIT ADVISORY
GOVERNANCE
Different Services REPRESENTATION
DUE DILIGENCE DOCUMENTATION COMPLIANCES
Segment wise role of Company Secretary
20. Different Knowledge Areas
STRATEGIC IPR & GENERAL
MANAGEMENT BUSINESS LAWS
CORPORATE AND INTERNATIONAL
SECURITIES LAWS TRADE LAW
FINANCE, ACCOUNTs ENVIRONMENT
AND TAXATION LAWS
IT AND HRD AND
CYBER LAWS INDUSTRIAL LAWS
Segment wise role of Company Secretary
21. Different Corporate Structures
Listed Public Semi-government
Companies Organisation
Unlisted Public
Municipal Boards
Companies
Private Limited Coop Societies And
Companies Producer Companies
Public Sector
Trusts And NGOs
Undertakings
Unexplored Organisations
Segment wise role of Company Secretary
22. Different Industries
Capital Market And
Tourism And Hotel Financial Services
Its Intermediaries
Textiles Banking And NBFC
IT Enabled Drugs, Pharma
Services And BPO And Healthcare
IT Solutions Capital Goods
Infrastructure, Agriculture And
Power And Telecom Food Processing
Media And Engineering and
FMCG
Entertainment Construction
Segment wise role of Company Secretary
23. Different Scales of Operations
LARGE
SCALE
MEDIUM
SCALE SMALL
SCALE
Segment wise role of Company Secretary
24. Different Geographies
Global
Operations
Indian Operations
Segment wise role of Company Secretary
25. Time Has Come to Go Global
Segment wise role of Company Secretary
26. Globalization of trade in goods and services
will increase demand in foreign countries
Segment wise role of Company Secretary
27. International Opportunities
Corporate Governance
Advisory and Compliances in Multinational Regulatory
Environment
Investment Advisory
Intellectual Property Rights
Commercial Arbitration and ADR
Cross Border Restructuring
LPO and KPO
International Taxation
Transfer Pricing
Segment wise role of Company Secretary
37. How much time we are devoting for
Strategy
Planning
Routine
Compliance
38. Challenges for Company Secretaries
An Ordinary Company Secretary
20%
Strategy Problem Solving
Research Management
Representation Coordination
80%
Notices Registers
Agenda Returns
Minutes Checklists
Impact of Information Technology
43. IT is a Powerful Tool for Company Secretaries
IT Enabled Company Secretary
80%
Strategy Problem Solving
Research Management
Representation MIS
20%
Notices Registers
Agenda Returns
Minutes Checklists
Impact of Information Technology
44. IT is a Powerful Tool for Company Secretaries
IT Enabled CS Does A Lot and
Keeps Everyone Happy
CORPORATE FINANCE &
LEGAL
PLANNING ACCOUNTS
INVESTORS
HUMAN
EMPLOYEES RESOURCES
PRODUCTION
LENDERS & OPERATIONS
MARKETING
SUPPLIERS
INFORMATION
CUSTOMERS GOVERNMENT SOCIETY
TECHNOLOGY
Impact of Information Technology
48. Global Success Call for Synergy of
Brand
Knowledge
Capital Infrastructure
Let Collaboration be Buzz Word for Us
C-Commerce
49. Corporate
Laws
Brand Economic
Synergy Taxation Laws Quality Growing
of Revenues
Laws Service
Knowledge
Single
Synergy WTO & IPR Window
International Interface Growing
Infrastructure Trade Law Customers
Synergy Global
IT & BPO Presence
Capital Management
Synergy Consulting
Finance and Growing
Accounting Nations
CS + CA + CWA
Commerce
Collaborative Commerce
+ MBA + LLB
C-Commerce
50. Advantages of Mega Firms
Risk Minimisation
Wider Area of Expertise
Wider Geographic Reach
Firm’s Strength – Enhancing Brand Equity
Active Networking and Public Relations
Infrastructure Sharing
Overhead Sharing
Close Self Help Group
Best Practices/ Expertise in Firm Management
C-Commerce
51. Fifth Item
Success Mantra for
Company Secretaries
54. Once upon a time a rabbit and a tortoise had
an argument about who was faster. They
decided to settle the argument with a race.
They agreed on a route and started off the race.
Mantra for Company Secretaries
55. The Rabbit shot ahead and ran fast for some
time. Then seeing that he was far ahead of the
tortoise, he thought he'd sit under a tree for
some time and relax before continuing the
race. He sat under the tree and soon fell
asleep.
Mantra for Company Secretaries
56. The tortoise plodding on overtook him and soon
finished the race, emerging as the undisputed
champ.
Mantra for Company Secretaries
57. The Rabbit woke up and realized that he'd lost the
race.
The moral of the story is that
“Slow and Steady wins the Race”
Mantra for Company Secretaries
58. This is the version of the story that we've all grown up
with.
But then recently, someone told me a more
interesting version of this story. It continues………….
Mantra for Company Secretaries
60. The Rabbit was disappointed at losing the race and
Defect Prevention (Root
he did some
Cause Analysis). He realized that he'd lost the
race only because he had been overconfident,
careless and negligent.
Mantra for Company Secretaries
61. If he had not taken things for granted, there's no way
the tortoise could have beaten him. So he
challenged the tortoise to another race. The tortoise
agreed.
Mantra for Company Secretaries
62. This time, the rabbit went all out and ran without
stopping from start to finish. He won by several miles.
Mantra for Company Secretaries
63. The moral of the story?
Fast and consistent will always beat
the slow and steady.
Mantra for Company Secretaries
64. But the story doesn't end here……..
Mantra for Company Secretaries
66. The tortoise did some thinking this time, and realised
that there's no way he can beat the rabbit in a race
the way it was currently formatted.
Mantra for Company Secretaries
67. He thought for a while, and then challenged
the rabbit to another race, but on a slightly
different route.
Mantra for Company Secretaries
68. The rabbit agreed. They started off. In keeping with
his self-made commitment to be consistently fast,
the rabbit took off and ran at top speed until he
came to a broad river.
Mantra for Company Secretaries
69. The finishing line was a couple of kilometers on the
other side of the river.
Mantra for Company Secretaries
70. The rabbit sat there wondering what to do. In the
meantime the tortoise trundled along, got into the
river, swam to the opposite bank, continued walking
and finished the race.
Mantra for Company Secretaries
71. The moral of the story?
First identify your core competency
and then change the playing field to
suit your core competency.
Mantra for Company Secretaries
72. The story still hasn't ended.
Mantra for Company Secretaries
74. The rabbit and the tortoise, by this time, had become
pretty good friends and they did some thinking
together. Both realised that the last race could have
been run much better.
Mantra for Company Secretaries
75. So they decided to do the last race again, but to run
as a team this time.
Mantra for Company Secretaries
76. They started off, and this time the rabbit carried the
tortoise till the riverbank. There, the tortoise took over
and swam across with the rabbit on his back.
Mantra for Company Secretaries
77. On the opposite bank, the rabbit again carried the
tortoise and they reached the finishing line together.
They both felt a greater sense of satisfaction than
they'd felt earlier.
Mantra for Company Secretaries
78. The moral of the story?
•It's good to be individually brilliant and to have
strong core competencies; but unless you're able to
work in a team and harness each other's core
competencies,
• You'll always perform below par because there will
always be situations at which you'll do poorly and
someone else does well.
Mantra for Company Secretaries
79. Teamwork is mainly about Situational
Leadership, letting the person with the
relevant core competency for a situation take
leadership.
Mantra for Company Secretaries
80. There are more lessons to be learnt from this story.
Mantra for Company Secretaries
81. Note that neither the rabbit nor the tortoise gave up
after failures. The rabbit decided to work harder and
put in more effort after his failure.
Mantra for Company Secretaries
82. The tortoise changed his strategy because he was
already working as hard as he could. In life, when
faced with failure, sometimes it is appropriate to
work harder and put in more effort.
Mantra for Company Secretaries
83. Sometimes it is appropriate to change strategy and
try something different. And sometimes it is
appropriate to do both.
Mantra for Company Secretaries
84. The rabbit and the tortoise also learnt another vital
lesson. When we stop competing against a rival and
instead start competing against the situation, we
perform far better.
Mantra for Company Secretaries
85. Story
on
“Situational
Leadership”
Mantra for Company Secretaries
86. When Roberto Goizueta
took over as CEO of Coca-
Cola in the 1980s, he was
faced with intense
competition from Pepsi that
was eating into Coke's
growth.
Mantra for Company Secretaries
88. Goizueta decided to stop
competing against Pepsi
and instead compete
against the situation of 0.1
per cent growth.
Mantra for Company Secretaries
89. He asked his executives
what was the average fluid
intake of an American per
day? The answer was 14
ounces. What was Coke's
share of that? Two ounces.
Goizueta said Coke
needed a larger share of
that market.
Mantra for Company Secretaries
90. The competition wasn't Pepsi.
It was the water, tea, coffee,
milk and fruit juices that went
into the remaining 12 ounces.
The public should reach for a
Coke whenever they felt like
drinking something.
Mantra for Company Secretaries
91. To this end, Coke put up
vending machines at every
street corner. Sales took a
quantum jump and Pepsi
has never quite caught up
since.
Mantra for Company Secretaries
92. To sum up, the story of the Rabbit and Tortoise
teaches us many things. Important lessons are:
That fast and consistent will always beat slow and steady;
work to your competencies;
pooling resources and working as a team will always beat
individual performers;
never give up when faced with failure;
and finally, compete against the situation. Not against a
rival.
Opportunities Are Unlimited
93. Everyone has a DREAM
And
Everyone wants to ACHIEVE it
How?
94. To teach you the some of the lessons from the
treasure called life
Let me share a story with you on ACHIEVING
YOUR DREAMS…
Mantra for Company Secretaries
95. The story about the tiny frogs....
Mantra for Company Secretaries
96. There once was a bunch of tiny frogs...
... who arranged a running competition.
The goal was to reach the top of a very high tower.
Mantra for Company Secretaries
97. A big crowd had gathered
around the tower to see
the race and cheer on the contestants...
The race began...
Mantra for Company Secretaries
98. Honestly:
No one in crowd really believed that the
tiny frogs would reach the top of the tower.
You heard statements such as:
"Oh, WAY too difficult!!
They will NEVER make it to the top."
or:
"Not a chance that they will succeed.
The tower is too high!"
Mantra for Company Secretaries
99. The tiny frogs began collapsing. One by one...
Mantra for Company Secretaries
100. ... Except for those who in a fresh tempo
were climbing higher and higher...
Mantra for Company Secretaries
101. The crowd continued to yell
"It is too difficult!!! No one will make it!"
Mantra for Company Secretaries
102. More tiny frogs got tired and gave up...
...But ONE continued higher and higher and higher...
Mantra for Company Secretaries
104. At the end everyone else had
given up climbing the tower.
Except for the one tiny frog who after a big effort
was the only one who reached the top!
THEN all of the other tiny frogs naturally
wanted to know how this one frog managed to do it?
Mantra for Company Secretaries
105. contestant asked the tiny frog how the one
who succeeded had found the
strength to reach the goal?
It turned out...
Mantra for Company Secretaries
106. That the winner was DEAF!!!!
Mantra for Company Secretaries
107. It turned out...
That the winner was DEAF!!!!
The wisdom of this story is:
Never listen to other people's tendencies to be
negative or pessimistic...
...cause they take your most wonderful dreams and
wishes away from you....
The ones you have in your heart!
Mantra for Company Secretaries
108. Always think of the power words have.
Because everything you hear and read
will affect your actions!
Therefore: ALWAYS be...
POSITIVE!
Mantra for Company Secretaries
109. And above all:
Be DEAF when people tell YOU that
YOU can not fulfil YOUR dreams!
Always think:
I CAN DO THIS!
Mantra for Company Secretaries