Drafting, Pleadings and Appearances · Art of Advocacy and Appearances

Professional Conduct and Etiquette in Appearances Before a Tribunal

Updated 11 October 2026 · Fact-checked

Professional conduct in appearances means the ethical duties you owe when you represent a party before a tribunal: honesty and respect towards the tribunal, loyalty and confidentiality towards the client, and fairness towards colleagues. To answer exam questions, identify whom the duty is owed to, state the rule, apply it to the facts, and conclude.

Understand Professional Conduct and Etiquette in Appearances

When you appear before a tribunal for a client, you do two jobs at once. You argue for the client, and you help the tribunal reach a just result. Professional conduct rules exist to balance these two jobs. Your first loyalty to the client never allows you to mislead the tribunal.

The duties fall into three groups. Duty to the tribunal: be respectful, be punctual, never make false statements of fact or law, never conceal a relevant document or a binding precedent that is against you, and never try to influence the bench improperly. Duty to the client: act with competence and diligence, keep the client's information confidential, avoid a conflict of interest, be frank about the chances of success, and account honestly for any money or documents. Duty to colleagues: be courteous to the opposing representative, do not make personal attacks, do not run down another professional, and do not take over a matter in a way that is unfair to the earlier representative.

As a company secretary, your appearance before the Tribunal rests on the law that allows such appearance. Under the Companies Act, 2013, a person ordered to be examined under section 300 may employ chartered accountants, company secretaries, cost accountants or legal practitioners entitled to appear before the Tribunal under section 432. Section 291 also lets a Company Liquidator, with the Tribunal's sanction, appoint such professionals to assist him. In that case the appointee must disclose any conflict of interest or lack of independence to the Tribunal at once, in the prescribed form.

An advocate is enrolled under the Advocates Act and is bound by the Bar Council's rules. An authorised representative appears only because the law permits it for that forum, and acts on the authority given to him. A body corporate acts through such a person. Under section 113, its board or governing body authorises a representative by resolution, and that person has the same rights and powers as the body corporate would have as an individual member or creditor. Whoever appears, the tribunal expects the same standard of honesty and decorum.

Tribunals are not bound by the Code of Civil Procedure, 1908 but follow natural justice, and proceedings before them are deemed judicial proceedings (section 424). So false evidence or an abuse of process before the Tribunal is treated seriously.

Key rules to remember

Duty to the tribunal: Respect + candour + no misleading + no concealment of adverse binding authority; Overrides the duty to the client when the two conflict. Never put forward a false statement.
Duty to the client: Competence + diligence + confidentiality + no conflict of interest + honest accounting; Act within the client's authority and tell the client frankly about risks.
Duty to colleagues: Courtesy + fairness + no personal attacks + no unfair solicitation; Disagree on the law and facts, not on the person.
Representation of a body corporate (section 113): Board or governing body resolution → authorised person → same rights and powers as the body corporate; Includes the right to vote by proxy and by postal ballot at the meeting.
Professional assistance to Company Liquidator (section 291): Tribunal sanction → appointment of CA, CS, cost accountant, legal practitioner or other professional → disclose conflict of interest or lack of independence at once; The disclosure is made to the Tribunal in the prescribed form.
Examination under section 300: Person examined may employ CA, CS, cost accountant or legal practitioner entitled to appear under section 432, at his own cost; Applies after a winding-up order and a Liquidator's report of fraud.
Tribunal procedure (section 424): Not bound by the CPC, 1908 + guided by natural justice + civil court powers for specified matters; Proceedings are deemed judicial proceedings.

How to solve Professional Conduct and Etiquette in Appearances questions

Use this order for any case-based question on conduct and etiquette in appearances.

1Read the facts and list the people involved: tribunal, client, opposing side, colleagues.
2Identify the exact conduct in question, such as concealment, conflict of interest, breach of confidence, rudeness or exceeding authority.
3Name the duty that applies and to whom it is owed.
4State the rule in plain words. Quote a section only if it is in the facts or you are sure of it, such as section 113, 291, 300 or 424.
5Apply the rule to the facts and point out what the professional did right or wrong.
6If two duties clash, say which prevails. The duty to the tribunal prevails over the client's wish to mislead.
7Conclude with the correct course of action and the practical step: disclose, withdraw, seek a resolution, or obtain written authority.

Quickest way: Three-duty scan

When to use it: Use it when time is short and the question asks you to advise on or evaluate a professional's conduct.

Write three headings in your answer: tribunal, client, colleagues.
Tick which duty the facts touch and write one line of rule under it.
Add one line applying the rule to the facts.
Close with a one-line conclusion and the corrective step, such as disclosure to the Tribunal or a board resolution.

Common mistakes in Professional Conduct and Etiquette in Appearances

Saying the client's instructions always come first.
Students think representation means doing whatever the client wants.
Fix: State that the duty to the tribunal overrides any instruction to mislead, conceal or make false statements.
Treating an advocate and an authorised representative as the same.
Both appear for a party, so the difference seems small.
Fix: Say that an advocate is enrolled under the Advocates Act and bound by Bar Council rules, while an authorised representative appears only because the law and a valid authority permit it for that forum.
Ignoring conflict of interest in appointments.
Students focus on qualifications and skip the disclosure duty.
Fix: Mention that under section 291 a professional appointed to assist a Company Liquidator must disclose any conflict of interest or lack of independence to the Tribunal at once.
Forgetting the board resolution for a company's representative.
Students assume a letter or oral instruction is enough.
Fix: State that under section 113 a body corporate authorises its representative by resolution of its board or governing body.
Quoting section numbers from memory that are wrong.
Students try to look precise.
Fix: Quote only sections you are sure of. A correct rule stated in words earns marks even without a section number.
Writing a list of duties without applying them to the facts.
Students memorise notes and skip analysis.
Fix: Follow the pattern of rule, application and conclusion. Refer to names and events in the question.

Worked examples

Example 1

Mr. Rao, a company secretary, appears before the NCLT for Sunrise Textiles Limited. His client tells him to say that a board resolution was passed on 5 March, though he knows no such meeting was held. Advise Mr. Rao on his duties.

Show the solution

Identify the issue: the client wants a false statement of fact made to the Tribunal.
Duty owed to the tribunal: a representative must be honest and must not mislead the bench.
Duty owed to the client: confidentiality and loyalty, but only within lawful limits. They do not extend to falsehood.
Proceedings before the Tribunal are judicial proceedings (section 424), and the Tribunal acts on affidavits and evidence, so a false statement has serious consequences.
Where the duties clash, the duty to the tribunal prevails.

Answer: Mr. Rao must refuse to state the false fact. He should advise the client of the risk, present only the true facts, and withdraw from the matter if the client insists. He must not disclose other confidential information beyond what the law requires.

Example 2

A professional is appointed to assist the Company Liquidator of Horizon Steels Limited, which is being wound up. He was earlier the paid consultant of a large creditor of the company. What must he do?

Show the solution

Identify the provision: under section 291, the Company Liquidator may, with the Tribunal's sanction, appoint chartered accountants, company secretaries, cost accountants, legal practitioners or other professionals to assist him.
Spot the conflict: his earlier role with a creditor may affect his independence.
Rule: a person appointed under this section must disclose forthwith to the Tribunal, in the prescribed form, any conflict of interest or lack of independence.
Apply: he must make the disclosure immediately, not wait to be asked.
Conclude on the consequence: the Tribunal can then decide whether he may continue.

Answer: He must disclose the earlier creditor engagement to the Tribunal at once in the prescribed form, as a conflict of interest or lack of independence. The Tribunal will decide whether he may continue. Staying silent breaches his professional duty.

Exam tips

Structure every answer as provision, analysis of facts, conclusion. Examiners reward application more than lists.
Use the three headings of tribunal, client and colleagues. They show structure quickly.
Learn sections 113, 291, 300 and 424 well, since they give the legal basis for representation and conduct before the Tribunal.
Always say the duty to the tribunal prevails over the client's wishes in a clash.
Link to practical points such as a board resolution, written authority, and prompt disclosure.

Practice questions from Art of Advocacy and Appearances

Professional Conduct and Etiquette in Appearances: frequently asked questions

Can a company secretary appear before the Tribunal?

A company secretary may appear where the law permits it for that forum. For example, a person ordered to be examined under section 300 may employ company secretaries entitled to appear before the Tribunal under section 432. The appearance must be on valid authority.

What is the difference between an advocate and an authorised representative?

An advocate is enrolled under the Advocates Act and is bound by the Bar Council's rules. An authorised representative appears because the law permits it for that forum and acts on the authority given to him. Both must be honest and respectful to the tribunal.

How does a company authorise someone to represent it at a meeting?

Under section 113, a body corporate authorises a person by resolution of its board or governing body. That person has the same rights and powers as the body corporate would have as an individual member, including the right to vote by proxy and by postal ballot.

Does the Tribunal follow the Code of Civil Procedure?

No. Under section 424, the Tribunal is not bound by the Code of Civil Procedure, 1908 but is guided by natural justice and can regulate its own procedure. It has the powers of a civil court for specified matters, such as summoning witnesses and receiving evidence on affidavits.