Company secretaries are gatekeepers of corporate governance: SEBI Chairman

CSs must detect instances of non-compliance and concentrate on taking corrective measures

geetanjali

Geetanjali Minhas | May 18, 2018 | Mumbai


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“Company Secretaries, once known as secretaries to the board and management, have transformed themselves into key managerial and governance professionals. Today they are recognised for their importance on corporate landscape and have become gatekeepers of corporate governance,” said Ajay Tyagi, chairman, SEBI.

Tyagi was speaking at a two-day Golden Jubilee Year National Conference of Practising Company Secretaries (19th edition) on the theme “PCS- a value driven professional organised by the Institute of Company Secretaries of India (ICSI) in Mumbai.
The event was organised to discuss and explore utmost adherence to the values of independence, integrity, professional competence and ethical conduct of the role of CS, 

“CSs also assist in developing law abiding culture and sustainable frame work for the company. On board, the CS acts as a principal advisor to the board and ensures good governance standards for the company. It is now necessary that not only shareholders but other stakeholders become gatekeepers of corporate governance of the company. Here, the work of CS is very important,” he said further.

Speaking on the responsibility of secretarial practise entrusted to the CS, he said that CSs must detect instances of non-compliance and concentrate on taking corrective measures.  He said that he recently came across an analysis on secretarial audit standards in companies which was undertaken by National Stock Exchange in February 2018 and rather disappointed to see that many secretarial audits did not report non- compliances, penalties or compliance of action taken events as pointed out by the stock exchange.

Tyagi urged all CSs to submit quarterly secretarial audit reports so as to demonstrate commitment and good practises in governance of commercial and financial management of companies.

He spoke on ethics in good corporate governance and said that though all rules and regulations exist but in the end it all boils down to good governance. “Compliance with regulations and attitude of integrity has to be developed in operations. A stronger, ethical culture will also strengthen investors’ faith in capital markets” said the SEBI chief. 

 “SEBI’s new corporate governance norms have set the implementation agenda for corporates in coming years. Much more needs to be done” said Tyagi.  He asked CS’s to rise to the occasion and take up responsibilities and expressed confidence that ICSI will play a key role in guiding CS professionals to stay updated  in changes legal and statutory scenario in the country.

“A CS has been recognised as one of the most important pillars of good governance of all corporates. If the CS discharges his duties diligently, I am sure the quality of corporate governance can be brought at par with the best in the world’ said Tyagi.

Chief Guest, Satyapal Singh, MoS, HRD, (Higher Education) touched upon the  three core values of corporate governance –confidence, commitment and communication. He said that confidence comes with knowledge as a half-baked professional cannot be confident.  He added that there are many competent company secretaries but very few have commitment. He added that competence follows commitment and unfollows corruption.

Underling the importance of the art of communication the minister said, “You must have empowered communication to be able to convince your boss, customers and your clients about the moral way of doing the business.  With good speech you can turn your enemies into your friends, but if your speech is faulty, you can turn your friends into enemies.” 

Singh also said that CSs will be key instruments in implementing prime minister Narendra Modi plan to eradicate poverty by 2022. “To eradicate corruption and black money, CSs have to be true professionals and work towards enactment of three ‘E’s i.e. enactment, education and enforcement.






 

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