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Chapter 4, , , , , Secretarial Correspondence, , , , , , , , , , , , , , , , , , , , , , , , compat, , jaison, * Introduction - Correspondence with Shareholders, Debentureholders, Registrar ss, of Companies, Stock Exchange and Penalties thereon., , , , , , , , * Correspondence with SEB), Company Law Board and Penalties thereon ~ Role MEAN, of Technology in Secretarial Correspondence. A cc, * Specimens:, , fa) Letter to Shareholders Rights Issue and Bonus Issue ma co}, 1 (b) Letter to ROC ~ Alternation of MOA/AOA both wi, (¢) Letter to Stock Exchange — Listing of Shares managi, (d) Letter to Govern Reconversion/Conversion additio1, (e) Letter to Bank draft Facility bankers, , ® Objective Type Questions with Answers, © Question Bank for Seif-Practice pevernt, ! a“ i can kee, ‘ = Letter \, INTRODUCTION: method, , A company secretary is closely connected with management, Writing, administration and correspondence of his company. A large &xpregsj, company receives hundreds of letters every day and gives replies, , gical r, to them regularly and promptly. This type of correspondence Ss., work is normal in the case of company secretary. 5 Manage, correspondence is rightly described as © “Secretarial 3. "8, , ‘ : i i ther director,, Correspondence” which is different from business and 0 80vernn, types of correspondence., , Correspondence is essential even when many other channels of “ompan,, communication such as e-mails, fax, telex messages and mobile,, etc. are available. A company secretary has to create favourable, corporate image and goodwill among the stakeholders of |, company through prompt, decent and mp, , eet integrated that company. retary:, , , , , , , :

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“secretary” has been de, 's unthinkable. In fact, —, which means confiden, , tial writer. A com;, f . pany secretary has to, conduct correspondence with shareholders, inet debenture, holders, ROC, Stock exc} cond, oS hange:, correspondence with SEBI. tana, gee ns,, , ibunals and banks, government departments,, tribunals and so on, He acts as communication link between, company and other, , ie pe , ‘er agencies. Here, company secretary acts as a, ‘ey liaison officer of his company, In this chapter, we propose to, , ales toy, discuss different aspects of secretarial correspondence., MEANING OF SECRETARIAL CORRESPONDENCE:, , A company secretary occupies an important and key position, , im a corporate set-up. His duties demand continuous interaction, , both within and outside the organisation. He communicates with, managing director, directors and departmental executives. In, , addition, he has to remain in touch with shareholders, creditors,, , bankers and so on. He also remains in touch with several, government departments, financial organisations and so on. He, , can keep « lose contacts through oral and written communication., , ae Letter writing or correspondence is easy, quick and economical, method of communication used by company secretary. Letter, , writing is an art but also needs maturity, skill and experience in, ot expressing views/decisions precisely, clearly and in a fair and, , , , 4” logical manner., , of Secretarial correspondence means the correspondence work, , , d by a company secretary. He receives letters from, company executives, shareholders, debentureholders,, , ‘0 }, directors, on is 1, a x government departments like ROC, stock exchange, SEBI and a, , y am manage, , , , oe : flow of letters, circulars, notices, ete. |, ; is a continuous ‘ im, ’ 8 f a secretary geichesine he sedy tothaniea, , in i a ‘Thus correspondence work is an important ar, 8 one a = ry. He needs capacity to deal ¥, , secreta’, work efficiently and tactfully. A, correspondene™ staff and departments provide sis, executiv®®, Correspondence work is a major ;

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company seestinry- da, suitable replies to them., , ‘Company secretary acts as an officer responsible for the, , , , , , , , , , , , , , , , , , , , , , , , , , , , , correspondence work of his company /organisation. He is y Sine, expected to send prompt replies to letters received. He is also, — (10) Exte, responsible for the submission of Teports, returns, sta t corr, accounts and so on. He is personally held responsible for non. neat, , submission of documents in time to various regulatory authorities — toi, like ROC, SEBI, Stock exchange, NCLT, ete. He can attract BY piv, penalties as per the provisions made in Companies Act, 2013. This ake his ¢, leads to financial loss to the company. In addition, its market hers. Thi:, standing is adversely affected. For avoiding such situations, the world., company secretary must submit reports, returns and statements in SCOPE / €, , time. He has to avoid all possible penalties relating to his CORRESI, secretarial correspondence., , Correspondence work is important to a secretary as the ae <<, opinion of outsiders about company depends on the quality of ae, secretarial correspondence Prompt, . fair and decent fl) CORR, correspondence gives good publicity to the company and raises its MEMI, popularity and market standing. Naturally, company secre! Binrchol, has to give special attention to the correspondence work and, , maintain speed, efficiency and accuracy in this work. on ons, FEATURES OF SECRETARIAL CORRESPONDENCE: cords Secretarial correspondence has certain special features. Such ‘rrespond, features are: ‘portant, (1) Use of simple and lucid language in correspondence. sespond, (2) Promptness, accuracy and decency (politeness) in | “€diator, , , , , , , , , T flow, he, , correspondence. 1, (3) Visualizing the problems and expectations of letter writer, , (4) Careful planning of correspondence work., Attention to “you” attitude in letter writing., , gua

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full satisfaction of the other party., , (9) Sincerity ana Positive/ friendly tone in letter writing., , ty b, (10) Extensive use of communication technology __ in, % correspondence work for raising speed, accuracy and, , "ais Ag 4 z ae ee work., addition dy Y §ving attention to these featur, , es, a company secretary can, make his correspondence w, , ork attractive and agreeable to all, , ti others. This raises positive image of the company in the business, TS and Stim, WOrld., , Ities Telatig, SCOPE / COVERAGE OF SECRETARIAL, CORRESPONDENCE:, , ‘ 1e scope/ coverage of secretarial correspondence includes the, a secreany 8 The scope/coverag; !, , 4s on the ail following:, si : wil (1) CORRESPONDENCE WITH SHAREHOLDERS/, a" MEMBERS:, , Shareholders are the owners of the company as they contribute, capital and participate in the management of the company, through general meetings. Company secretary has to maintain, cordial relations with shareholders through Prompt and decent, . ondence. The relationship with shareholders is an, ea sphere of his coordinating role. For this, effective, moa ; ness is necessary. Here, secretary performs the role of, Ole between the company and its shareholders. There is, a a ea of letters from shareholders to company secretary. In, pi he has to send replies to such letters received., F maretiona are paid regular dividend out of yearly pro its of, company. In addition, they are given bonus shares as free gift P, highly profitable companies. The sd Shares are also offere, the existing equity shareholders of the company., “Bonus” and “Rights Shares” is given to exi, , Such benefit is available from long term, ee orrespondence relating to the issue 0, company: Cc C, , only, , ompany ae

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Shareholders write letters to company secretary in relat, allotment of shares, transfer of shares, rate of dividend, de: f, shares, bonus — shares, general meetings and so on,, Correspondence with shareholders revolves around matters of, immediate interest to them. This includes allotment, transfer,, dividend payment, share certificate and company meetings. For wa, example, refusal to allot shares is intimated by letter of regret, the 5, Letter of allotment is sent to applicants to whom the shares are shares, , , , , , , e, ct, , , , , , , , , , , , , , , , , , allotted by the company. Information about bonus shares and sent t, tights issue is given to shareholders through circular letters, comp*, Emails and on Company's websites. applic, , Company secretary has to ensure that all correspondence from o Calls, shareholders is dealt with promptly and their queries are before, answered in a fair and convincing manner, keeping in mind the 3), statutory provisions. As a part of public relations, he should be, , Divid, , , , able to give time to shareholders without prior notice. Whatever ore, information or document which they need should be provided od, promptly. Information about bonus shares and rights issue Trans, should be given to all shareholders through circular letter issued memt, to all existing shareholders. This is important as the image of the sharel, , company depends on the prompt replies and close relationship (5), , Termi, between secretary and shareholders., , _ and su, Shareholders get angry or annoyed when there is delay in (6), , getting the reply and the reply is also not complete and ce, satisfactory. Their image about the company as well as about the port, , Com P, , , , , , , company secretary is adversely affected. Comp, , Large majority of letters to company are sent by shareholders. on, This suggests their importance in correspondence work. Many nne, such letters are of routine type but must be replied promptly. sag, es, , , , i The, , Shareholder is “acting human agency” in the company. Co, members are numerous, scattered and changing in nature. They mp, are given power to elect directors, decide the rate of dividend '% certifi, appoint company auditors. They are entitled to all st f