Q.Explain the qualification required and the circumstances in which appointment of a Company Secretary is compulsory for a company under the Companies Act, 2013.

Not every company must appoint a Company Secretary by law — the requirement depends on the qualification of the appointee and the size of the company.

Qualification: To be eligible for appointment as a Company Secretary under the Companies Act, 2013, a person must be a member of the Institute of Company Secretaries of India (ICSI). This membership is granted by ICSI only after a candidate clears its prescribed examinations and completes the required training, under the authority of the Company Secretaries Act, 1980.

When appointment is compulsory: The Companies Act, 2013 does not require every company to appoint a Company Secretary — the obligation is linked to a company's size and structure. Under Section 203, certain prescribed classes of companies — broadly, listed companies and other larger companies as specified under the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 — must appoint a whole-time Company Secretary as one of their Key Managerial Personnel. In addition, Rule 8A of those same Rules specifically extends this requirement to private companies: every private company with a paid-up share capital of the prescribed amount — presently ₹10 crore or more — must also appoint a whole-time Company Secretary. This threshold is fixed by the Rules (delegated legislation under the Act) rather than the Act itself, and is periodically reviewed and may be revised by the Ministry of Corporate Affairs. A company falling outside these prescribed categories is not statutorily bound to appoint a Company Secretary, although it may still choose to do so voluntarily for good governance.

A frequent mistake is treating the ₹10 crore figure as a fixed number stated directly in the Companies Act, 2013 itself — it is actually prescribed under Rule 8A of Rules made under the Act, and such thresholds are periodically revised by the Ministry of Corporate Affairs.