TUTOR MARKED ASSIGNMENT
Course Code: ASP -01
Course Title: Secretarial Practice
Assignment Code: ASP - 01/TMA/2015-16
Coverage: All Blocks
Maximum Marks: 100
Dear
Students,
As explained in the Programme Guide, you have to do one Tutor
Marked Assignment in this Course.
Assignment is given 30% weightage in the final assessment. To
be eligible to appear in the Term-end examination, it is compulsory for you to
submit the assignment as per the schedule. Before attempting the assignments,
you should carefully read the instructions given in the Programme Guide.
This assignment is valid for two admission cycles (July 2015
and January 2016.) The validity is given below:
1. Those who are enrolled in July 2015, it is valid upto June
2016.
2. Those who are enrolled in January 2016, it is valid upto
December 2016.
You have to submit the assignment of all the courses to The
Coordinator of your Study Centre. For appearing in June Term-end Examination,
you must submit assignment to the Coordinator of your study centre latest by
15th March Similarly for appearing in December Term-end Examination, you must
submit assignments to the Coordinator of your study centre latest by 15th
September
Attempt all the
questions
1.
“The nature and functions of a Secretary differ with each individual
institution to which he is attached.” Elaborate. (20)
2.
Explain section 2(2) of the Companies Secretaries Act, 1980 defining the
company secretary and his specified areas of practice. What are the provisions
under Companies (amendment) Act, 1988? (10+10)
3.
Describe briefly the powers and duties of the chairman. (10+10)
4.
Explain briefly the basic principles that must be followed while writing a
business letter. (20)
5.
Write short notes on the following: (4×5)
(a)
Postal services
(b)
Minutes
(c)
Agenda
(d)
Reports
Solution
1. “The nature and functions of a Secretary differ with each
individual institution to which he is attached.” Elaborate. (20)
Ans: INTRODUCTION
In
modern times, the secretary occupies a very important position in industry,
commerce, social institutions, clubs, and government offices and even in the
case of individuals like statesmen, physicians, lawyers and Members of
Parliament. His duties and functions include conducting of correspondence,
keeping of records and accounts, writing of minutes and reports as well as
acting as public relations officer and representative of the employer.
CONCEPT
The
nature and functions of a secretary differ with each individual institution to
which he is attached. Mostly, he works behind the scene but in no way does it
reduce the importance of his office. A secretary, nowadays, is an indispensable
part of any organization, be it commercial, social or political. In certain
cases he enjoys a legal status as, for example, a company secretary, or a
Secretary of a Government Department, while in other situations he is employed
to assist the employer to perform certain routine duties leaving him free to
concentrate on more important matters. But, in every situation, the secretary
is the most trustworthy person of the institution or the employer whom he/she
works for.
The
nature of a secretary's role can be explained only by reference to his position
in relation to his employer and the functions he is required to perform.
Depending on the terms of his employment, the secretary may hold a very
responsible position in the organization he serves, or his role may be that of
a confidential assistant or one engaged in performing only routine clerical
work. Basically, it is the nature and importance of his function that determine
the secretary's role. It depends in turn on such factors as the nature of the
organization, its size, the employer's willingness to delegate work carrying
responsibility, as well as his own ability and willingness to undertake
responsible work. The secretary's role may also be determined by the rights
duties and responsibilities under law, as in the case of a company. However, in
modern organization, the secretary is generally requires to perform the role of
one or more of the following positions:
•
Office executive
•
Liaison officer
•
Adviser to management
CONCLUSION
In
this position the secretary is required to discharge the responsibility of
organizing and managing day-to-day work of the office. This involves planning,
supervising, coordinating and controlling secretarial and routine clerical
work, e.g. correspondence, record-keeping accounts, etc. The secretarial work
to be supervised and co-ordinated may include convening meetings by issuing
notice, making necessary arrangements for the meetings to be held, keeping
record of the proceedings at the meeting etc. Being the administrative head of
the office, a secretary is required to attend to all matters relating to the
office staff, involving recruitment and selection, allocation of duties,
monitoring performance and maintaining discipline in the office.
REFERENCE: Robert, Henry Metal. (2011). Robert's Rules of Order Newly Revised (11th ed.).
2. Explain section 2(2) of the Companies Secretaries Act, 1980
defining the company secretary and his specified areas of practice. What are
the provisions under Companies (amendment) Act, 1988? (10+10)
Ans: Section 2(2) of the Company Secretaries Act, 1980 provides
that a member of the Institute shall be “deemed to be in practice” when,
individually or in partnership with one or more members of the Institute in
practice or in partnership with members of such other recognized professions as
may be prescribed, he, in consideration of remuneration received or to be
received,-
(a) engages
himself in the practice of the profession of Company Secretaries to, or in
relation to, any company or
(b) offers to
perform or performs services in relation to the promotion, forming,
incorporation, amalgamation, reconstruction, reorganization or winding up of
companies; or
(c) offers to
perform or performs such services as may be performed by –
(i) an
authorized representative of a company with respect to filing, registering,
presenting, attesting or verifying any documents (including forms, applications
and returns) by or on behalf of the company,
(ii) a share
transfer agent,
(iii) an
issue house,
(iv) a share
and stock broker,
(v) a
secretarial auditor or consultant,
(vi) an
adviser to a company on management, including any legal or procedural matter
falling under the Capital Issues(Control) Act,1947 (29 of 1947), the Industries
(Development & Regulation) Act,1951(65 of 1951), the Companies Act, the
Securities Contracts (Regulation) Act,1956 (42 of 1956), any of the rules or
bye laws made by a recognized stock exchange, the Monopolies and Restrictive
Trade Practices Act,1969(54 of 1969), the Foreign Exchange Regulation Act,1973
(46 of 1973), or under any other law for the time being in force,
(vii) Issuing
certificates on behalf of, or for the purposes of, a company; or
(d) holds
himself out to the public as a Company Secretary in practice; or
(e) renders
professional services or assistance with respect to matters of principle or
detail relating to the practice of the profession of Company Secretaries; or
(f) renders
such other services as, in the opinion of the Council, are or may be rendered
by a Company Secretary in practice; and the words “to be in practice” with
their grammatical variations and cognate expressions, shall be construed
accordingly.
Provisions of Companies
Amendment Act, 1988:
1)
As soon as may be after the commencement of
the Companies (Amendment) Act, 1988 , the Central Government shall, by
notification in the Official Gazette, constitute a Board to be called the Board
of Company Law Administration.
2)
The
Company Law Board shall exercise and discharge such powers and functions as may
be conferred on it, by or under this Act or any other law, and shall also
exercise and discharge such other powers and functions of the Central
Government under this Act or any other law as may be conferred on it by the
Central Government, by notification in the Official Gazette under the
provisions of this Act or that other law.
3)
The members of
the Company Law Board shall possess such qualifications and experience as may
be prescribed.
4)
One of the
members shall be appointed by the Central Government to be the chairman of the
Company Law Board.
5)
No act done by
the Company Law Board shall be called in question on the ground only of any
defect in the constitution of, or the existence of any vacancy in, the Company
Law Board.
6)
Every
deposit accepted by a company after the commencement of the Companies
(Amendment) Act, 1988 , shall, unless renewed in accordance with the rules made
under subsection (1), be repaid in accordance with the terms and conditions of
such deposit.
7)
Notwithstanding
anything contained in this Act, no company limited by shares shall, after the
commencement of the Companies (Amendment) Act, 1988 , issue any preference
share which is irredeemable or is redeemable after the expiry of a period of
ten years from the date of its issue
8)
Initially
the additional liability on account of foreign exchange fluctuations was being
recognised on cash basis. With the amendment of s.
209 of
the Companies Act by
the Companies (Amendment) Act, 1988,
w.e.f. 15th June, 1988,
making it mandatory for companies to maintain accounts on accrual basis,
the company changed the method of accounting for foreign exchange fluctuations
from cash to accrual basis during the relevant previous year. As a result of the
change in the method, the company provided for an aggregate amount of Rs.
152.78 lacs as loss on account of foreign exchange fluctuations, out of which
Rs. 110.87 lacs related to earlier years.
3. Describe briefly the powers and duties of the chairman. (10+10)
Ans: The chairman of a general meeting is responsible for
conducting the business at the meeting successfully. He has prima facie
authority to decide all incidental questions which arise at the meeting and
require immediate decision. The chairman is not merely a dummy head but has a
discretion with regard to general conduct of the meeting (Wall vs Exchange
Investment Corporation).
Powers
of chairman: His
main powers are as follows:
1.
To regulate the course of the proceedings at the meeting.
2.
To decide who shall first address the meeting when simultaneously two or more
persons, rise to speak.
3.
To decide points of order submitted to him.
4.
To stop the speaker when his allotted time is over.
5.
To get disorderly persons removed from the meeting.
6.
To check irrelevant and personal reference during the course of debate.
7.
To declare result of voting by show of hands which shall be conclusive evidence
of the fact, unless a poll is demanded (Sec. 178).
8.
To have a recount if he is uncertain who had voted for or against the motion.
9.
To order and take a ‘poll’ (Sec. 179).
10.
To regulate the manner in which poll shall be taken (Sec. 185).
11
. To appoint scrutinizer for checking the votes on a poll,
12.
To remove a scrutinizer any time before the result of the poll is declared and
to fill the vacancy so caused.
13.
To decide the fact of the motion by the exercise of casting vote, if the
articles permit, in cases where the members are equally divided.
14.
To exclude certain matters from the minutes of the proceeding of the meeting if
he is of the opinion that the matter (i) is defamatory of any person, or (ii)
is irrelevant, or (iii) is detrimental to the interests of the company.
Duties of Chairman: The Chairman is responsible for conducting
the proceedings of the meeting in a regular manner, expeditiously and properly.
His main duties are:
1.
To see that the meeting is properly convened and constituted. In other words he
must find out that a proper notice has been issued, that his own appointment is
valid and that the required quorum is present.
2.
To take care that the requirements of the Act and Articles of Association are
duly complied with.
3.
To preserve order at the meeting.
4.
To see that the items of business are taken in the order set out in the Agenda
paper, unless the order is altered with the consent of the meeting.
5.
To see that every motion is property proposed and duly seconded.
6.
To decide questions of procedure requiring decision.
7.
To act impartially in the general interests of those present at the meeting.
All members entitled to speak must be given proper opportunity to express
their views.
8.
To ensure that the sense of the meeting is properly ascertained with regard to
any question before the meeting.
9.
To accede to a proper and valid demand for ‘poll’ and also to direct the manner
in which the poll is to be taken.
10.
To declare result of voting, by show of hands and by poll.
11.
To declare the meeting closed when all the business has been transacted.
12.
To see that proper and correct minutes are entered in the Minutes Book and of
sign them.
4. Explain briefly the basic principles that must be followed
while writing a business letter. (20)
Ans: Principles of a Business Letter
Business
letters are an important part of any business or profession. They are written
to different persons with different motives. Letter writing is basically an
art. The writer can cultivate a good style of writing various business letters
by a constant and regular practice. Below are mentioned some of the important
principles which should be closely followed by a letter writer:
1.
Clarity: A letter must have clarity. The purpose of
communication should be made clear. Whether it is to inform, invite, reiterate,
emphasize, remind, announce, seek participation or clarity and correct the
earlier message, the purpose should clearly be stated. Lack of clarity affects
the intended purpose of the letter. A letter writer should be conscious and
exercise due care.
2.
Impact: The letter should create the necessary
impact. Behind every letter there is an objective and the letter should have a
clear purpose. The purpose of writing a letter is not just to reach out to the
customer. Every letter has an intended impact which must be felt.
3.
To create the
desired impact, it is often necessary to lay emphasis. Emphasis can be laid in
many ways. It can be done by proper positioning—placing them in an important
position. It can be done by repetition.
4.
Relevant Information: The letter should provide the relevant
details forming part of the message. Facts, figures, illustrations and other
such information, which are accurate and reliable, as well as relevant to the
context of the communication, should be incorporated in the letter.
5.
Brevity: Any good communication—oral or written—should
necessarily incorporate this essential feature. Brevity is a very important
attribute for any business letter. For everyone connected with business, time
is of essence.
6.
The time that one
can allot for reading business letters is certainly limited. The receiver does
not have unlimited time to spare towards reading and re-reading the letter and
drawing out the message in its entirety.
7.
Simplicity: Simplicity is the hallmark of any good
communication. Simplicity refers to the ease of understanding. Simple writing
is the opposite of complex and involved writing. The art of simple writing is
mastered through conscious effort and practice. A letter written in a simple,
easy, informal style using easily understood words catches the attention, and
makes an impact.
8.
Timeliness: Business letters, to be effective, should have
proper timing. Letters should be written and dispatched on time. Some messages
have a sense of urgency. They call for action, which is ‘immediate’ or
‘urgent’, or within a given time frame. Letters which carry such messages
should reflect the associated urgency.
9.
Language: Language is an extremely important facet of
business communication. First and foremost, it is necessary to ensure that the
language used is appropriate, i.e., the language with which the reader is at
ease. Apart from English and Hindi, various regional languages are in common
use in businesses in different parts of the country. Public sector
organizations such as banks follow the three-language formula.
10. Appeal:
A good letter should appeal to the reader’s sensibilities. It should go beyond
the message it conveys and make a good impression. It should have elegance,
which means taste, beauty and decency.
11. Style:
Style refers to the manner of writing. It constitutes the collective
characteristics of the writing or impression or way of presenting things. Each
person has an individual style. The writing style, to create an impact, again
needs conscious effort, on an ongoing basis.
12. Positive Approach: A good business letter, in the ultimate
analysis, is that which has a positive approach. It creates a friendly
atmosphere. It avoids negative feelings. One must be in a proper frame of mind
to write a really good letter.
5. Write short notes on the following: (4x5 = 20)
(a) Postal services
Ans: Ans: A postal services is a facility forming part of a postal
system for the posting, receipt, sorting, handling, transmission or delivery of
mail. Post offices offer mail-related services such as postal services boxes,
postage and packaging supplies. In addition, some post offices offer non-postal
services such as passport applications and other government forms, car tax
purchase, money orders, and banking services. A postal services may have a main
customer service and point of sale area and many offices were directly
assigned[clarification needed] to Postal code, ZIP code.
In a "sorting office" or
"delivery office", mail is sorted or processed for delivery. Large
open spaces for sorting mail are also sometimes known as a sorting hall or
postal hall. Over time, sophisticated mail sorting and delivery equipment has
been developed, including Mail Rail.
(b) Minutes
Ans: ‘Minutes’ have been defined as
the written record of the business done at a meeting. The minutes comprise
the official record of the proceedings and decisions of a meeting. They
constitute a clear, concise, accurate and permanent record of the
decisions and actions of a constituted body. Once approved and signed by
the chairman, they are acceptable as evidence of the proceedings in a court
of law.
Provisions of the
Companies Act regarding Minutes
Section 193 of the Companies Act makes it
obligatory for every company to maintain minutes of the proceedings of
every general meeting and meetings of the Board of Directors and its Committee. It has
also been laid down that minutes of company meetings kept in accordance with
the provisions of this section will be recognized as evidence of
the proceedings recorded therein. Entries must be made in the minute’s
book within thirty days of the conclusion of such meetings and the pages of the
minute’s book must be consecutively numbered.
The minutes of each meeting must contain a
fair and correct summary of the proceedings. In the case of Board meeting,
the names of the directors present and those dissenting in
any resolution must also be mentioned in the minutes.
The minutes need not include any matter which,
in the opinion of the chairman, is or may be considered to be defamatory
or irrelevant or immaterial or is detrimental to the interests of the
company. The chairman will have absolute discretion in deciding whether
any matter should or should not be included on the above grounds. Each page of every minute’s book must
be initialed or signed and the last page of the book must be dated and
signed by the Chairman of the same meeting.
Any default in complying with these provisions
will make the company, and every officer of the company in default, liable
to fine as per the provisions of the Act.
Sec.196 of the Companies Act provides that the minutes of the proceedings
of every general meeting of the company must be kept at the registered
office of the company and must remain open for inspection by any member,
free of charge, subject to any reasonable restrictions that the company
may impose by its Articles or in general meeting.
(c) Agenda
Ans: Agenda of Meetings: The word ‘agenda’ literally means ‘things to be
done’. It refers to the programme of business to be transacted at a
meeting. Agenda is essential for the systematic transaction of the business of
a meeting in the proper order of importance. It is customary for all
organisations to send an agenda along with the notice of a meeting to all
members. The business of the meeting must be conducted in the same order
in which the items are placed in the agenda and the order can be varied only
with the consent of the meeting.
(d) Reports
Ans: Definition: The report is a document issued to a company's shareholders, creditors, and
regulatory organizations following the end of its fiscal year. The report
typically contains at least an income
statement, balance sheet, statement of cash flows, and
accompanying footnotes. It may also contain management comments, an audit report, and various supporting
schedules that may be required by regulatory organizations.
Annual reports measure a corporation's financial health. They focus on past and present financial
performance, and make predictions about future prospects. By law, any corporation that
holds an annual meeting for stock holders or Security holders is required to issue an annual
report. Regulations set down by the Securities and Exchange
Commission (SEC) specify in detail what information
the report must include about the corporation's finances, markets,
and management. The rules are strict: the SEC can
levy stiff penalties if corporations fail to
comply.
Traditionally a rather dry and factual document,
the annual report has acquired a larger
audience in recent year as co poration’s increasingly
treat it as not merely a legal obligation
but also a public relations opportunity. Yet, even as annual reports take
on the appearance of glossy
magazines, promote corporate public relations, and make political arguments, they remain bound by
legal concerns about completeness and
accuracy, and sometimes expose corporations
to lawsuits when they fall short.