Elaborate in detail the role of a Company Secretary, under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
CS Executive · Capital Market and Securities Laws · PYQS · June 2026
Elaborate in detail the role of a Company Secretary, under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Answer & Explanation:
Roles of a Company Secretary, under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are as under: (i) For Company Secretary in Employment: a) A listed entity shall appoint a Qualified Company Secretary as the Compliance Officer. The compliance officer of the listed entity shall be responsible for: ensuring conformity with the regulatory provisions applicable to the listed entity in letter and spirit. co-ordination with and reporting to SEBI, recognised stock exchange(s) and depositories with respect to compliance with rules, regulations and other directives of these authorities in manner as specified from time to time. ensuring that the correct procedures have been followed that would result in the correctness, authenticity and comprehensiveness of the information, statements and reports filed by the listed entity under these regulations. monitoring email address of grievance redressal division as designated by the listed entity for the purpose of registering complaints by investors. b) The Company Secretary shall act as the secretary to the audit committee. (ii) For Company Secretary in Practice: a) Secretarial Audit and Secretarial Compliance Report: Every listed entity and its material unlisted subsidiaries incorporated in India shall undertake secretarial audit by a Secretarial Auditor who will be a Peer Reviewed Company Secretary and shall annex a Secretarial Audit Report, in such form as specified, with the annual report of the listed entity. Further, every listed entity shall submit a secretarial compliance report in such form as specified, to stock exchanges, within sixty days from end of each financial year. The listed entity shall ensure that the Secretarial Compliance Report submitted to the stock exchange(s) on annual basis is signed only by the Secretarial Auditor or by a Peer Reviewed Company Secretary. [Regulation 24A]. b) Certification regarding Directors' Disqualification: A certificate shall be obtained from a Company Secretary in Practice that none of the directors on the board of the company have been debarred or disqualified from being appointed or continuing as Directors of Companies by the Board/ Ministry of Corporate Affairs or any such Statutory Authority. [Schedule V, Part C, Clause 10(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015] c) Certificate Regarding Compliance of Conditions of Corporate Governance under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015: SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 authorizes Company Secretary in Practice to issue certificate regarding compliance of conditions of Corporate Governance which shall be annexed with the directors' report. [Schedule V, Part E of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]
Topics: Company Secretary
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