Company Secretary

Introduction to Company Secretary

A Company Secretary is an individual appointed by a public company in Nepal to perform particular financial and legal duties within the Organization. They are individuals most responsible for administrative and regulatory compliance with a public company. Section 185 of the Company Act 2063 has briefly been provisioned for Company Secretary in Nepal. According to Sub-Section 1 of Section 185 a Public Company with paid capital of NPR 1 Crore or more can appoint a Nepalese Citizen in the post of Company Secretary. Imperial Law Associates houses competent corporate legal professionals worthy of being appointed to the post of Company Secretary in leading companies in Nepal.

Qualifications of Company Secretary

Section 185 of the Act has provisioned several criteria for the Qualification of Company Secretary in Nepal which have been listed below:

  1. Educational Qualification
  2. Professional Certificate
  3. Work Experience
  4. Citizenship
  5. Exclusion of Directors

Educational Qualification

One must have a bachelor’s Degree in Law management or Commerce or Economics to qualify as a company secretary in Nepal.

Professional Certificate

One must have obtained the professional certificate of company secretary after working in the related field for at least two years.

Work Experience

An Individual must have three years of experience in Company Management after completing a bachelor’s Degree or working in a related role for at least two years after obtaining the Professional Certificate.

Citizenship

The Company Secretary must be a Nepalese Citizen above the age of 18 years.

Not to be a Director

The Company Secretary cannot be the director of the concerned company and mustn’t be a company secretary for more than one Company.

Duties and Responsibilities of Company Secretary

Section 186 of the Company Act has provisioned for the Functions, Duties, and Powers of Company Secretary in Nepal. Imperial Law Associates has some of the most recognized and well-established Corporate Lawyers and Legal Professionals in Nepal with specific qualities suitable for a Company Secretary.

Implement Decisions

The Primary Duty of a Company Secretary is to implement decisions made by the board of directors and the general meeting.

Meeting Management

The Company Secretary is responsible for calling meetings of the Board of Directors or the General Meeting. It includes the preparation and distribution of the meeting agenda to the director and shareholders.

Record Keeping

They can also maintain, authenticate, and safeguard the records of decisions made during the meeting.

Share Allotment and Calls

Our Competent Lawyers who act as Company Secretaries take responsibility for notifying shareholders of share allotment and calls as directed by the Board.

Shareholder and Debenture Register

Company Secretaries must maintain and authenticate the Shareholder register and records of Shareholders with accuracy.

Adherence to Laws and Code of Conduct

One of the primary responsibilities of a Company Secretary is also ensuring legal and financial compliance with prevailing laws and regulations.

The Company Secretary must adhere to a prescribed code of conduct as a part of their duties and ensure ethical conduct.

Our Services

Imperial Law Associates features some of the finest lawyers, advocates, and leading legal professionals of Nepal with International Acknowledgement. As we specialize in Corporate Law, more specifically Company Law, our Legal Professionals are able and competent to act as Company Secretaries with decades of combined experience in the Legal and Financial Sectors of Nepal.

The Firm provides the following scope of work under the Company Secretarial Service:

  • Arranging the meeting of the Board of Directors and shareholders,
  • Issue proper notices of meetings, prepare agenda, draft the minutes /AGM documents, and keep a record of these documents.
  • Submission of the documents to the Office of Company Registrar and concerned government authorities as required.
  • Changes to a company’s constitution, directors and share capital of the company,
  • Advice on the issue of legal compliances that needs to be performed by the company during its operation,
  • Keeping the Board of Directors up to date with the regulatory or statutory changes in policies that might affect the company,
  • Drafting and reviewing the basic agreements of the company,
  • Negotiating the agreement with a counterparty,
  • Provide training to the directors and staff of the company on corporate governance matters and
  • Other required service which has to be done by Company Secretary.

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Contact us

Phone: +977 9803888924,                                        +977 9849093540
Email: info@lawimperial.com

Location: 4th Floor, Gravity Center (Big Mart Complex), Anamnagar-29, Kathmandu 44600, Nepal

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