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CS Professional · Environmental, Social and Governance (ESG) - Principles and Practice · Board Processes through Secretarial Standards

Meridian Textiles Ltd, a listed company, has a whole-time company secretary. During a Board meeting, the CS notes that the company missed a filing deadline under a labour-related law applicable to it. Under Section 205 of the Companies Act, 2013, what is the CS's function in this situation?

The CS must report to the Board about compliance with the Companies Act, its rules and other laws applicable to the company. A missed labour-law filing is therefore within the reporting function, and it is not limited to Companies Act matters.

  1. ATo report to the Board about compliance with the Act, its rules and other laws applicable to the companyCorrect
  2. BTo pay the penalty personally on behalf of the company
  3. CTo take over the Board's duty of ensuring compliance
  4. DTo report only on Companies Act matters, as other laws are outside the CS's function

Explanation

Section 205(1)(a) requires the CS to report to the Board about compliance with the Act, the rules and other laws applicable to the company. The labour law is an applicable law, so the reporting duty covers it. The option limiting reporting to the Companies Act is wrong because the section expressly extends to other applicable laws.

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