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• 2024-09-17 05:47:01
• Admin

A Company Secretary is a key individual appointed by a public company in Nepal to handle specific financial and legal responsibilities within the organization. They are primarily responsible for administrative tasks and ensuring regulatory compliance. According to Section 185 of the Company Act 2063, a public company with a paid-up capital of NPR 1 Crore or more is required to appoint a Nepalese citizen as Company Secretary. Legal Concern employs highly skilled corporate legal professionals who are well-suited for the role of Company Secretary in leading companies in Nepal.

Qualifications of a Company Secretary

Section 185 of the Company Act outlines the criteria for qualifying as a Company Secretary in Nepal, which include:

Educational Qualification:

A candidate must hold a bachelor’s degree in Law, Management, Commerce, or Economics.

Professional Certificate:

A professional certificate in company secretarial practice is required, obtained after working in the field for at least two years.

Work Experience:

Candidates must have a minimum of three years of experience in company management after obtaining their bachelor’s degree or two years of experience in a related role following the acquisition of their professional certificate.

Citizenship:

The Company Secretary must be a Nepalese citizen over the age of 18.

Exclusion of Directors:

The Company Secretary cannot be a director of the concerned company and must not serve as a Company Secretary for more than one company.

Duties and Responsibilities of a Company Secretary

Section 186 of the Company Act details the functions, duties, and powers of a Company Secretary in Nepal. Legal Concern boasts some of the most esteemed corporate lawyers and legal professionals in Nepal, who are exceptionally qualified to serve as Company Secretaries.

Implement Decisions:

The primary duty of a Company Secretary is to execute the decisions made by the board of directors and the general meeting.

Meeting Management:

The Company Secretary is responsible for organizing board meetings and general meetings, including preparing and distributing meeting agendas to directors and shareholders.

Record Keeping:

They are tasked with maintaining, authenticating, and safeguarding the records of decisions made during meetings.

Share Allotment and Calls:

Our skilled lawyers, acting as Company Secretaries, manage notifications to shareholders regarding share allotments and calls as directed by the board.

Shareholder and Debenture Register:

Company Secretaries must maintain and authenticate the shareholder register and ensure accurate records of shareholders.

Adherence to Laws and Code of Conduct:

A key responsibility is ensuring compliance with prevailing laws and regulations. The Company Secretary must adhere to a prescribed code of conduct and ensure ethical behavior.

Our Services

Legal Concern features a team of top-tier lawyers and legal professionals in Nepal with international recognition. Specializing in corporate law, particularly company law, our experts are highly qualified to serve as Company Secretaries, bringing decades of experience in the legal and financial sectors.

Our Company Secretarial services include:

• Organizing meetings for the Board of Directors and shareholders.
• Issuing proper notices of meetings, preparing agendas, drafting minutes and AGM documents, and maintaining records.
• Submitting documents to the Office of the Company Registrar and relevant government authorities as required.
• Managing changes to the company’s constitution, directors, and share capital.
• Advising on legal compliance requirements during company operations.
• Keeping the Board of Directors informed about regulatory or statutory changes that may affect the company.
• Drafting and reviewing the company’s basic agreements.
• Negotiating agreements with counterparties.
• Providing training to directors and staff on corporate governance matters.
• Offering other necessary services required by a Company Secretary.