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    Agreement For Appointment of Company Secretary

    Uploaded by

    Karthik Karthik
    Company secretary

    Copyright:

    © All Rights Reserved
    Download as PDF, TXT or read online from Scribd

    Agreement For Appointment of Company Secretary

    Uploaded by

    Karthik Karthik
    4 views3 pages
    Company secretary

    Original Title

    Agreement-for-Appointment-of-Company-Secretary

    Copyright

    © © All Rights Reserved

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    PDF, TXT or read online from Scribd

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    Company secretary

    Copyright:

    © All Rights Reserved
    Download as PDF, TXT or read online from Scribd
    Download as pdf or txt
    4 views3 pages

    Agreement For Appointment of Company Secretary

    Uploaded by

    Karthik Karthik
    Company secretary

    Copyright:

    © All Rights Reserved
    Download as PDF, TXT or read online from Scribd
    Download as pdf or txt
    of 3

    2958 THIS IS JUST A FORMAT.

    Kindly take proper Legal Advise for Drafting Document as per your requirements.

    Form No. 46

    Agreement for Appointment of


    Company Secretary

    AGREEMENT is made at ... this ... day of ...


    between
    M/s. A B & Co. Ltd., a Public Company registered under the Compa-
    nies Act, 1956, and having its registered office at ... hereinafter referred
    to as ‘the Company’ of the One Part
    and
    Mr. X of ... residing at ... hereinafter referred to as ‘the Secretary’ of
    the Other Part.

    m
    co
    WHEREAS -
    1. The Company has been carrying on business in ...
    h.
    2. The Company being desirous of appointing a Company Secretary
    as required by law had advertised the post and has received several ap-
    ha
    plications including that of the said Mr. X
    es

    3. The Company has selected the said Mr. X and proposes to enter
    into this agreement with the said Mr. X appointing him as Company Sec-
    at

    retary of the Company on the following terms and conditions and which
    are agreed to by the said Mr. X.
    oc

    4. The said Mr. X being a law graduate fulfils the qualifications re-
    quired of a Company Secretary.
    dv

    NOW IT IS AGREED BY AND BETWEEN THE PAR TIES HERETO AS


    FOLLOWS :
    .a

    1. The Company hereby appoints the said Mr. X as the Secretary of


    w

    the Company as from the ... day of ... until the service ceases or comes
    w

    to an end for any of the reasons hereinafter provided: Provided that, the
    first year of the service will be treated as on probation. If the service of
    w

    the Secretary is not found satisfactory to the Company (and in this matter
    the decision of the Board of Directors of the Company will be final), the
    Company will inform the Secretary accordingly atleast one month prior to
    the expiration of the said period of one year and thereupon the services
    will be coming to an end and this agreement will stand terminated. If the
    Company does not do so, the services of the Secretary for the said period
    will be deemed to be confirmed.
    2. The Secretary will be paid a monthly salary in the scale of Rs. ...
    The initial salary will be, however, Rs. ... per month inclusive of dearness
    allowance but exclusive of other perquisites hereinafter mentioned.
    3. The Company will provide to the Secretary suitable living accom-
    modation failing which the Secretary will be entitled to a house rent allow-
    ance, equal to ... per cent of his salary. The Secretary will be paid a sum
    of Rs. ... as travelling allowance for attending the office from his residence.
    4. The Secretary will also be given free medical help for himself and
    his family consisting of himself his wife and depending children.
    AGREEMENT FOR APPOINTMENT OF COMPANY SECRETARY 2959

    5. The Secretary will be entitled to receive such amount of bonus


    every year if and when decided by the Board of Directors. If, however,
    the Bonus Act is applicable to him, it will be given in accordance with the
    provisions of the said Act.
    6. The Secretary will be entitled to contribute to the Provident Fund
    maintained by the Company in terms of the Provident Fund Scheme of
    the Company.
    7. The Secretary will be entitled to one month’s earned leave, after
    every eleven months and fifteen day casual leave every year. However, the
    Secretary will not be entitled to accumulate the earned leave for more than
    three months and he will not take casual leave continuously for more than
    three days. The Secretary will be given sick leave with full pay for such
    period as the Board of Directors may decide from time to time.
    8. The Secretary shall be working whole time for the Company and he
    will not accept the post of a Secretary or otherwise with any other Company
    or other person or firm. He will attend to his work during the Company’s

    m
    usual working hours every day but if and when required by the Board or
    the Managing Director he will attend to work outside such usual working

    co
    hours and even on holidays if required due to urgency. Otherwise he will
    be entitled to all gazetted public holidays.
    h.
    9. The Secretary will be bound to attend to all administrative matters
    ha
    and to such other matters as will be assigned to him by the Board of Di-
    rector or the Managing Director from time to time. And without prejudice
    es

    to the generality of the said rules he will in particular attend to the fol-
    lowing duties or work :
    at

    (a) He shall act diligently and actively and to the best of his ability
    and will take all reasonable care in the discharge of his duties. He will
    oc

    endeavour to promote the interest of the Company.


    (b) He will get prepared and file all the papers and documents which
    dv

    are required to be filed from time to time with the Registrar of Companies
    .a

    under the Companies Act, and they shall be filed in time prescribed.
    (c) He will attend all meetings of the Board of Directors as well as
    w

    general meetings of the shareholders and will write and maintain proper
    w

    minutes of the proceedings of such meetings and will get the same ap-
    w

    proved by the Board of Directors.


    (d) He will do all acts and things required to be done to comply with
    the provisions of the Companies Act.
    (e) He will keep and maintain all the administrative records of the
    Company in a proper manner.
    (f) He will also be responsible to see that all the registers required to
    be maintained by the Company under the Companies Act, are maintained
    properly.
    (g) He will attend to all legal matters including proceedings in a Court
    of Law, civil or criminal, instruct Advocates and make and sign all affi-
    davits, petitions, plaints, and written statements and other papers and
    may be required to be signed on behalf of the Company from time to time.
    (h) He will not receive any amount as commission, brokerage, prize
    or reward or otherwise from any person without the consent of the Board
    of Directors.
    (i) He will not divulge to any other person outside the Board of Direc-
    tors any business secrets of the Company or any other confidential matter.
    2960 AGREEMENT FOR APPOINTMENT OF COMPANY SECRETARY

    (j) He will also undertake and carry out all other work and duties as
    will be allotted to him by the Board of Directors or the Managing Director
    from time to time. He will also carry out all instructions or directions given
    by the Board of Directors or the Managing Director from time to time.
    10. The Secretary shall not solicit the customers of the Company for
    his own interest and shall not directly or indirectly be interested in other
    business.
    11. If the Company is required to pay any fine or penalty for non-
    compliance with the provisions of the Companies Act and for which the
    Secretary is responsible he shall indemnify the Company against the loss
    suffered by the Company on account of such fines or penalties.
    12. The Secretary will cease to be the employee of the Company and
    this Agreement will be treated as terminated if -
    (a) The Secretary resigns from the post. But such resignation will not
    absolve him from any liability incurred by him to the Company prior to
    such resignation.

    m
    (b) He dies.
    (c) His services are validly terminated by the Company as herein provided.

    co
    (d) When he completes the age of 58 years.
    (e) If he is adjudged insolvent.
    h.
    (f) If he is convicted for any criminal offence with imprisonment or
    ha
    fine or both or he is found guilty of any misconduct, after proper inquiry.
    (g) If the General Body Meeting of the Company passes any resolution
    es

    terminating the services of the Secretary.


    13. The Company may, by giving three months’ prior notice or by pay-
    at

    ing salary in lieu of three months’ notice, terminate the services of the
    Secretary and this Agreement if he is found guilty of any misconduct after
    oc

    proper inquiry or if he commits breach of any term of this agreement.


    IN WITNESS WHEREOF the parties have put their respective hands
    dv

    the day and year first hereinabove written.


    .a

    Signed for and on behalf of )


    w

    the said M/s. A B & Co. Ltd., )


    w

    by Mr. ... the Managing )


    w

    Director of the Company, duly )


    authorised by the Board of )
    Directors by resolution )
    dated ... in the presence of )

    Signed and delivered by the )


    withinnamed Mr. X in the )
    presence of ... ... ... )

    _________

    _________________
    Note - Stamp duty : See Rates of Stamp Duty in various States in respective later Chapter
    on Stamp Duty, e-Stamping & Registration.

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