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CSP: Q1 - Coggle Diagram
CSP: Q1
REQUIREMENTS CS
Section 235(1)
Natural person
Real human being
=> 18 y/o
M'sian citizen / Permanent resident
& principal place of residence in MY
QUALIFICATIONS CS
Section 235(2)
Member of body listed in Fourth Schedule
Malaysian Institute of Accountants (MIA)
Malaysia Bar
Malaysian Institute of Certified Public Accountant (MICPA)
or
be licensed by the CCM
DISQUALIFICATIONS CS
Section 238(1)
Undischarged bankrupt
Convicted of offence (Section 198)
No practicing certificate from CCM (Section 241)
PRIVATE COMPANY'S COMMON
PRACTICE RELATED TO CS
No permanent company secretary
Use external company secretary
has own office
No space issue
DUTY OF CS TO ENTER ISSUANCE & TRANSFER OF SHARES IN REGISTER OF MEMBERS
Section 102
Importance
Prevent legal and financial penalties
- fines of <= RM10K and additional <=RM500 daily fines for ongoing non-compliance
Facilitate smooth business operations
- verifying shareholder information during crucial transactions such as share issuance and transfers
Concept
CS must keep register of members properly and maintain regularly
CS must enter all the particulars on issuance and transfer of shares in register of members
EXECUTION OF DOCUMENTS
Section 66
CS Involvement
Must ensure doc are properly signed
- either by affixing common seal / obtain required signatures from authorized officers
Can act as authorized officer to sign doc alongside a director
- If comp has sole director, CS cannot sign. Must ensure director sign in the presence of a witness who attests the signature
Ensure compliance
- crucial to maintain the authenticity of company documents
RESIGNATION OF CS
Section 237
Procedures When No Directors Can be Reached
1) Try to give notice to the Board about her intention to resign
- as per appointment term
2) If no directors can be reached at their last known residential addresses: Inform CCM of her intention to resign & the inability to contact any directors
3) Resignation will become effective 30 days after notifying CCM
4) Remains responsible for any actions or omissions that occurred before his resignation