- Hi, I am Girish Viswanathan, a Company Secretary with more than 15 years of experience in the field of Secretarial, Legal & Tax.
- I started my career as a Secretarial and Legal Trainee at a Listed Company in India. And in 2008 I moved to Dubai and have been working here with some amazing companies.
- I am also a Chartered Secretary (ICSA) from the United Kingdom, Company Secretary (ACS) & a Bachelor of Law (LLB) from India.
- As I go down the memory lane, I think I took a wise decision and I am very happy and contented with the profession I pursued.
- Here is my journey of How I built a successful career as a Company Secretary and how you can too!
Forging my own path: Company Secretary or CA?
After class 10, when it was time to choose the field of my interest, I was confused…Science, Commerce or Arts?
My father always wanted me to be an engineer and my mother was of the opinion that I would make a good Lawyer!
Like most kids, I happened to consult a few friends and they brainwashed me to get into commerce stating ‘Commerce is relatively easier than science and you can enjoy college life.’
And I did exactly the same!
I convinced my father and took admission in a Commerce College!
While in F.Y.BCom, all my friends started preparing for the Chartered Accountancy – Foundation program.
I was then never excited to do what everyone was doing…and also ‘Accounting’ was never my favourite subject!
What Next? I decided to pursue Company Secretary from the ICSI (The Institute of Company Secretaries of India).
My parents supported my decision and told me ‘whatever you do in life, give it your full efforts’.
And here started my CS journey!
Best Decision: Pursuing LLB with Company Secretary
During the CS foundation and intermediate course, I started liking Company Law.
I would dream of attending Board Meetings with all the Directors of a reputed company and this vision motivated me to pursue Law!
Also since I was a kid, my mother would always tell me that ‘I had good argumentative skills and I could be a lawyer, who can fight for a good cause!’
All of this encouraged me to pursue Law…after all Company Secretary and Law do make a great combination!
Over the years, I got an opportunity as a management trainee at a Listed company in India.
Here I saw first hand ‘how’ a Company Secretary can shape an organisation…I was convinced that a Company Secretary has a very powerful and important role to play!
And I made up my mind, that in the future I would take up opportunities only in Listed Companies and work closely with the Senior Management and Board of directors!
Starting my career in listed companies in India
If we really look at the CS Profession from the Indian lens, it started gaining momentum and recognition from the year 2000, when SEBI came up with the listing agreement and standard of corporate governance for listed companies.
As a freshly qualified CS doing my training at a listed company (in 2000), my manager wanted to extend my tenure from a trainee to an executive, in order to implement the new Listing Agreement norms.
This was a great opportunity and I said YES!
After a few years (2004), I got an opportunity as a Manager with Grindwell Norton Limited (A Saint-Gobain Group Company, French MNE) listed in India.
Here I spear-headed company structuring viz. sub-division of equity shares, issue of Bonus shares, conducted several Board Meetings and Annual General Meetings and worked very closely with the BODs!
In short, this opportunity proved to be a game-changer and the exposure I got was phenomenal!
Moving to the UAE
Around 2008, I got an opportunity to work for a leading luxury real estate development company in Dubai.
Many of my friends advised me not to take up the offer as the Indian legal system was much more developed and matured then, and also the world was in a depression!
I too was a bit skeptical to take up this…but I was hungry to grow and learn!
With my attitude of doing something different, I followed my gut and took up the offer and moved to Dubai!
My attitude to learn more, be more and not limit myself has helped me grow quickly both personally and professionally!
“Growing in my Career in the UAE as a CS?”
When I first moved to Dubai (2008), I was working with a Local leading property development company. We as Legal professionals had to flag the risks to the management at the right time.
Here I worked on Company Matters across 20 jurisdictions and with colleagues from around 15 nationalities…a multicultural working environment!
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Working with people from other nationalities taught me a lot. This is what I learnt:
- More understanding and respect for cultural differences;
- Increased creativity;
- Align yourself with an increasingly global workforce;
- Learnt to maintain equilibrium and more patience, motivate & encourage people, and get the things done;
- Again being an Arabic speaking and a Non-Arabic speaking in this part of the world makes a big difference. So made efforts to blend in well.
In 2011, I got an opportunity to work with Landmark Group ( one of the largest retail & hospitality organisation in the Middle East, Africa and India), as a part of the Secretarial, tax and legal function.
Here the challenges were different – we had to look into each matter, from the shareholder’s interest, tax planning, corporate structuring and secretarial function.
I understood the importance of Free Zone and Offshore Companies and how to protect the wealth of the shareholders, doing business in a foreign country.
Here, I also realized my interest in tax planning and how closely direct tax is correlated to the corporate structuring and secretarial function (more on it later!).
In short, every experience helped me grow significantly!
“What is the Scope of a Company Secretary?”
In today’s world, a company secretary’s job is one with a high reputation as well as a high salary.
As you grow up the ladder, you will realize the critical role you play in the well-being of an organization.
A Company Secretary also acts as a vital link between the Company, Board of Directors, Shareholders and other regulatory agencies.
Here are a few key areas where you can find opportunities:
- In organizations that have a paid-up capital of INR 50 lakhs and above. In India, it is now mandatory to appoint a company secretary in order to administer and maintain the financial and legal affairs.
- A Company Secretary can act as a Compliance Officer, Corporate Planner, Strategic Manager.
- The most important duty of a CS is to make sure that the policies of the firm are in compliance with the statutory regulations of the government.
- A CS is required to handle matters related to various laws viz. Company Law, Commercial Laws, FEMA, SEBI regulations, Tax laws, Labour laws, etc.
- CS is required in all types of companies in India viz. Indian MNCs, Foreign MNCs having operations in India, business process outsourcing organizations, knowledge process outsourcing firms, Government entities, Banks, Insurance Companies, etc.
- With the increased burden of regulations and management, Compliance & Business Sustainability strategies in the Corporate world – a company secretary plays a very critical role to guide and oversee the implementation of these strategies!
“Role of a CS in Taxation?”
In the last few years, I realized my interest in tax planning and how closely direct tax is correlated to the corporate structuring and secretarial function.
Here is how a CS can play a great role in Taxation:
- We as Company Secretaries are involved in structuring the companies for entry into new countries and starting new businesses.
- This is where I realised, when selecting the right shareholding structure, one needs to have basic knowledge on Corporate Tax, Withholding Tax rates, transfer pricing rules of the target country.
- One also needs to look into the Double Taxation Avoidance Agreements to end-up with a robust tax-efficient corporate structure.
- You also have off-late FATCA compliances, CRS Reporting and Economic Substance requirements, which are closely associated with the role of the company secretaries.
“I want to work abroad as a CS. What multiple qualifications should I pursue?”
I would recommend all fellow professionals studying Company Secretary in India to pursue their career as follows:
- In the majority of the organizations globally, the CS and Legal functions form a part of the same department headed by a Company Secretary & General Counsel. Hence complete your Bachelor of Law along-with the Company Secretarial course.
- Get at least 3 to 4 years’ experience in India and if you desire to explore opportunities abroad then, consider completing Chartered Secretary, UK.
- One more trend in the corporate world is – to pursue an MBA-Finance or MBA-General, post 5 years of working experience as a CS and a corporate lawyer. This will help a Company Secretary to excel in his career and be recognised as a strategist as well and not only as a Compliance Officer by the BoDs.
- Multiple qualifications and experience also help a Company Secretary to secure a Board position of a whole-time director.
“What Skills are required for Company Secretary?”
Not everybody can have this position unless you are an individual having a high legal aptitude, good communication, critical thinking, and problem-solving skills which can help you excel and achieve greater success in this field.
1. Organisation Knowledge and Commercial awareness
- The Company Secretary must understand the business and the context of their organization.
- They must be able to translate governance theory into the appropriate frameworks, policies and processes for their organization.
- The chairperson will not only depend on the Company Secretary to bring compliance issues to the attention of the board of directors at meetings but also to provide solutions for implementing actions.
2. Attention to detail
- A Company Secretary must ensure that the action points of the BODs are executed correctly, without mistakes or omissions.
- Circulation of announcements and press releases relating to shareholdings must all be managed seamlessly.
3. Multi-tasking and Planning Skills
- Organizing and conducting Board Meetings, Annual General Meetings, Liaison with the Chairman, Schedule-driven compliance obligations all calls for good project management skills.
4. Diplomacy & Interpersonal skills
- Company Secretaries work with senior people – BODs, CEOs, CFOs, and often deal with many senior external stakeholders (including regulators and investors) – so they should have strong administrative and influential skills coupled with diplomacy skills (understand board-room politics).
- One must possess good negotiation skills, listening abilities and effective communication skills both oral and writing.
- The ability to assess and make sound judgements, often in circumstances involving conflicting issues is a key requirement for a company secretary.
- It is also critical for any Company Secretary to maintain a good rapport with the Chairman of the Board, CEO & CFO of the Company. Company Secretary needs to strike a balance between all of them and should strive to protect the interest of the shareholders. This is where once inter-personal skill comes into play.
5. Solution Driven
- As a Company Secretary and Legal professional, I have realized we cannot just be fence-sitters by highlighting what the law says and the dos and don’ts.
- We need to have a solution-driven approach and we should be partnering the Business, for being recognized as a value-add profession or department in any organization.
Company Secretaries are known to be the “Watch Dog” or “Eyes” of the Organization.
I, feel that, given the role of Company Secretaries, one should run the extra mile and give assurance to the BODs that, you are capable of being a Business Partner than being merely a Watch Dog.
My advice to all young company secretaries will be to be open-minded, have confidence/believe in yourself, carry a positive attitude and you should be willing to take responsibility.
With this attitude, automatically the confidence of the management will grow in you, and then, the sky is the only limit.
Now It’s Your Turn…
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You can connect with me on LinkedIn at Girish Viswanathan.
(Image edited by Ankit Lodhi)