Regulatory and quasi-judicial authorities play a significant role in corporate governance and compliance. In this backdrop, discuss the role of a Company Secretary while appearing before such authorities and indicate the

Quasi-Judicial Authorities Quasi-judicial authorities are statutory bodies entrusted with adjudicatory powers and functions. Although they are not courts in the strict sense, they possess powers similar to those of a court for conducting inquiries, receiving evidence, hearing parties, determining rights and liabilities, and passing reasoned orders. Examples of quasi-judicial authorities include the National Company Law Tribunal (NCLT), National Company Law Appellate Tribunal (NCLAT), Securities and Exchange Board of India (SEBI), Securities Appellate Tribunal (SAT), Competition Commission of India (CCI), Real Estate Regulatory Authority (RERA), Adjudicating Officers under various statutes, Consumer Commissions and other statutory tribunals and regulatory authorities exercising adjudicatory functions. Role of a Company Secretary in Representation before Quasi-Judicial Authorities A Company Secretary in Practice plays a significant role in representing clients before various quasi-judicial authorities. The role extends beyond mere appearance and includes advisory, drafting, compliance and advocacy functions. 1. Advisory Role The Company Secretary advises the client regarding applicable legal provisions, procedural requirements, rights, obligations, remedies available under law and the appropriate strategy to be adopted in the proceedings. 2. Drafting of Pleadings and Documents The Company Secretary is required to prepare and draft: Applications Petitions Appeals Replies to notices Written statements Affidavits Rejoinders and counter-replies Written submissions and synopsis of arguments Authorisations, vakalatnamas and powers of attorney wherever required Proper drafting is essential as the outcome of proceedings often depends upon the quality and precision of pleadings. 3. Collection and Presentation of Evidence The Company Secretary assists in collecting, organising and presenting documentary and other evidence in support of the client's case. Relevant records, agreements, resolutions, statutory filings, correspondence and other supporting documents are compiled and presented before the authority. 4. Appearance and Advocacy The Company Secretary appears before the authority on behalf of the client, presents oral and written arguments, explains legal and factual issues, answers queries raised by the authority and seeks appropriate reliefs. Effective advocacy requires thorough preparation, knowledge of law, facts and procedural requirements. 5. Compliance and Follow-up After the order is passed, the Company Secretary advises the client regarding compliance with the directions of the authority, filing of appeals, review petitions or implementation of the order wherever necessary. Procedural Aspects of Appearance The following procedural requirements are generally required for appearance before quasi-judicial authorities: (i) Authorisation The representative must possess valid authority from the client through a Board Resolution, Letter of Authority, Power of Attorney or other prescribed authorisation. (ii) Filing of Pleadings The petition, application, appeal, reply, affidavit and supporting documents must be filed in the prescribed form and manner within the stipulated time. (iii) Service of Documents Copies of pleadings and documents must be served upon the opposite party in accordance with the applicable procedural rules. (iv) Hearing The authorised representative appears before the authority, presents arguments, cites legal provisions and judicial precedents and responds to issues raised during the proceedings. (v) Production of Evidence Evidence and supporting records are produced before the authority to substantiate the claims and contentions of the parties. (vi) Compliance with Orders The representative assists in implementing the order and advising on further remedies, including appeal, review or execution proceedings wherever available. Professional Responsibilities of a Company Secretary Apart from adherence to provisions prescribed under the Company Secretaries Act, 1980 read with the regulations, guidelines, etc. made thereunder, the professional responsibility of a company secretary can be as follows: 1. Duties towards the Court/Tribunal: It includes conduct himself with dignity and self-respect, maintain towards the Courts a respectful attitude, Conflict of Interest, etc. 2. Duties towards Client: It includes not ordinarily withdrawing from engagements once accepted, making full and frank disclosures to his client relating to his connection with the parties, uphold the interest of his client by all fair and honourable means, etc. 3. Duty to Opponent: It includes not in any way communicate or negotiate upon the subject-matter of controversy with any party represented by an Advocate except through that Advocate, shall do his best to carry out the legitimate promise/promises, made to the opposite- party, etc.