April 7, 2025

90+ Company Secretary Interview Questions

Keshav Grover
company secretary interview questions

A Company Secretary is a key managerial professional responsible for ensuring that a company complies with all legal and regulatory requirements. They play a crucial role in corporate governance by advising the board of directors on their legal responsibilities, managing company records, filing necessary documents with regulatory authorities, and ensuring the smooth functioning of board and general meetings. A Company Secretary also acts as a bridge between the company, its board, shareholders, and government authorities, helping maintain transparency and accountability in business operations.

In this blog, we’ll walk you through the most common types of company secretary interview questions, give you real examples, sample answers, and tips on how to tackle each one with confidence.

Let’s make sure you walk into your interview 100% prepared—with clarity, confidence, and the right answers in your toolkit.

Types of Company Secretary Interview Questions

(With Examples)

Here are the 10 main types of questions that you’ll likely encounter in your Company Secretary Interview questions:

1. Personal and Background Questions

These help assess your motivation, background, and career path.

Example: “Why did you choose to pursue Company Secretary as a profession?”

2. Technical and Domain Knowledge Questions

These check your understanding of corporate laws, governance, and compliance.

Example: “What are the key responsibilities of a Company Secretary under the Companies Act?”

3. Legal and Regulatory Compliance Questions

These assess how well you know statutory requirements and filing procedures.

Example: “What are the annual compliance requirements for a private limited company?”

4. Secretarial Practice and Procedures

Focused on your knowledge of board meetings, minutes, resolutions, and documentation.

Example: “How do you draft a board resolution for the appointment of a new director?”

5. Corporate Governance and Ethics Questions

These evaluate your grasp of corporate governance principles and ethical standards.

Example: “How would you handle a situation where a director is in violation of the company’s code of conduct?”

6. Scenario-Based or Situational Questions

Test your decision-making, judgment, and real-world application.

Example: “If the company missed an ROC filing deadline, how would you handle the situation?”

7. Current Affairs and Industry Awareness

These assess how updated you are with legal reforms, regulatory changes, or landmark judgments.

Example: “Can you explain any recent amendments in the Companies Act that impact secretarial work?”

8. Behavioral and Soft Skills Questions

Designed to understand your communication, integrity, and ability to handle pressure.

Example: “Tell us about a time you had to convince management to comply with a legal requirement they were avoiding.”

90+ Questions Asked in Company Secretary Interview Questions

1. Company Secretary Interview Questions: Personal Questions

1. Why did you choose to become a Company Secretary?

Best Answer
“I chose to become a Company Secretary because I have always been inclined toward law, governance, and corporate functioning. During my academic journey, I realized how critical regulatory compliance and ethical leadership are to any organization’s success. The CS profession allows me to combine legal expertise with business strategy, and that blend really appeals to me. It’s a career where you’re not just a support function but a core part of decision-making.”

Guide to Answering:
Explain your motivation clearly. Focus on your interest in law, corporate structure, governance, or compliance. Personal stories or turning points (like exposure during college or a mentor’s influence) make your answer authentic.

Best Answer:
“I completed my graduation in Commerce, which laid a strong foundation in accounting and business law. Parallelly, I pursued the Company Secretary course and cleared all levels from ICSI. My academic training gave me a balanced understanding of both the theoretical and practical aspects of corporate compliance and governance.”

Guide to Answering:
Keep it brief and relevant. Mention degrees, institutions, and any CS-related coursework. Emphasize how your academics prepared you for the CS role.

Best Answer:
“My key strengths include strong attention to detail, an in-depth understanding of corporate law, and effective communication. I’m also highly organized, which helps in managing statutory records and meeting strict deadlines. These traits have allowed me to support the board efficiently and ensure complete legal compliance.”

Guide to Answering:
Choose 2–3 strengths that are directly relevant to the CS role (legal knowledge, communication, record-keeping, ethics, etc.). Back them up with examples if possible.

Best Answer:
“During my last role, I successfully led the secretarial audit process for the company, ensuring full compliance with zero observations from the auditors. This required coordination with various departments and proactive record maintenance. It was recognized by senior management, and I was given additional responsibilities as a result.”

Guide to Answering:
Pick an achievement directly related to the CS role—compliance, audit success, handling a legal issue, etc. Focus on outcomes and your role in achieving them.

Best Answer:
“My short-term goal is to deepen my practical experience in corporate compliance and secretarial practices, ideally in a dynamic company where I can contribute meaningfully. In the long term, I aim to grow into a senior governance advisory role, possibly as a Compliance Head or Corporate Legal Advisor.”

Guide to Answering:
Align your goals with the CS career path. Show ambition but keep it realistic. Demonstrate a desire to grow within the field.

Best Answer:
“I regularly follow updates from ICSI, MCA notifications, SEBI circulars, and legal websites like Taxmann and Mondaq. I also attend webinars and read industry newsletters. Staying updated is essential in this profession, and I treat it as a daily habit.”

Guide to Answering:
List your go-to resources and show that you have a consistent strategy for staying current. Mention specific websites, newsletters, or communities.

Best Answer:
“One of the biggest challenges was preparing for the CS exams while managing my graduation coursework. Balancing the two required a lot of discipline and time management. However, it also helped me build resilience and multitasking skills, which have helped me in my professional life.”

Guide to Answering:
Mention a genuine challenge and focus on how you overcame it. Turn it into a strength or learning experience.

Best Answer:
“My ideal work environment is one that values ethics, transparency, and continuous learning. I enjoy working in a team-oriented setup where there’s open communication between departments, and where legal compliance is seen as a strategic priority, not just a formality.”

Guide to Answering:
Use this to show your alignment with good governance and team collaboration. Keep it positive and professional.

Best Answer:
“I prioritize tasks based on urgency and legal timelines. I also maintain a calendar for all key compliance dates and keep backups of filings. During high-pressure situations, I stay calm, focus on one task at a time, and communicate regularly with stakeholders to avoid last-minute surprises.”

Guide to Answering:
Demonstrate planning, prioritization, and emotional control. Mention tools or methods you use to manage workload.

Best Answer:
“I bring a strong foundation in company law, a disciplined approach to compliance, and a commitment to ethical practices. I understand the strategic importance of the Company Secretary role and am confident in my ability to support the board, manage legal requirements efficiently, and contribute to long-term governance goals.”

Guide to Answering:
Summarize your strengths, experience, and values. Tailor it to the company if you have background info. Show that you’re not just qualified, but the right fit.

2. Company Secretary Interview Questions: Technical and Domain Knowledge Questions

1. What are the key responsibilities of a Company Secretary under the Companies Act?

Best Answer:
Under the Companies Act, the Company Secretary is considered a Key Managerial Personnel (KMP). Their core responsibilities include maintaining statutory registers, filing necessary forms and returns with the Registrar of Companies, ensuring that board and general meetings are conducted in accordance with the law, advising the board on compliance, and acting as a liaison between the company and regulatory authorities. The CS also ensures compliance with the Secretarial Standards issued by ICSI.

Guide to Answering:
Refer specifically to the Companies Act and Section 205 if relevant. Mention their compliance, advisory, and governance roles clearly.

Best Answer:
A resolution passed at a Board Meeting is known as a Board Resolution and is passed by the directors of the company to manage operational or strategic decisions. A resolution at a General Meeting is passed by the shareholders and is called either an Ordinary Resolution or a Special Resolution depending on the voting percentage. Shareholder resolutions typically relate to fundamental matters like altering the Memorandum or Articles, approval of financial statements, or appointment of auditors.

Guide to Answering:
Focus on decision-making authority and approval thresholds. Mention voting requirements for ordinary vs. special resolutions.

Best Answer:
Secretarial Audit is a process to verify the compliance of a company with applicable laws, rules, regulations, and corporate governance standards. Under Section 204 of the Companies Act, companies such as listed companies and certain other prescribed companies are required to undergo Secretarial Audit, which must be conducted by a practicing Company Secretary. The audit report is submitted in Form MR-3.

Guide to Answering:
Mention the relevant section, form used (MR-3), and which companies are covered under the rule.

Best Answer:
Secretarial Standards are guidelines for conducting board and general meetings and are issued by the Institute of Company Secretaries of India (ICSI). They ensure consistency, transparency, and legal compliance in company procedures. The most important ones are Secretarial Standard 1 (SS-1) for Board Meetings and Secretarial Standard 2 (SS-2) for General Meetings.

Guide to Answering:
Always name ICSI and mention SS-1 and SS-2 clearly. You can also add that these are mandatory under Section 118(10) of the Companies Act.

Best Answer:
A public company has more stringent compliance requirements compared to a private company. For example, public companies must file quarterly financial results (if listed), follow SEBI regulations, have independent directors, and constitute various committees like Audit and Nomination Committees. Private companies are exempt from many of these requirements but must still comply with basic ROC filings, board meetings, and other provisions under the Companies Act.

Guide to Answering:
Frame your answer around the degree of regulatory oversight, listing status, and board composition.

Best Answer:
Some of the commonly filed forms include:

  • MGT-7: Annual Return

  • AOC-4: Financial Statements

  • DIR-12: Appointment or resignation of directors

  • ADT-1: Appointment of Auditor

  • MGT-14: Filing of resolutions

  • PAS-3: Return of Allotment

These forms are critical for ensuring legal compliance and must be filed within prescribed timelines.

Guide to Answering:
Name the forms, explain briefly what each is used for, and emphasize the importance of timelines.

Best Answer:
The Company Secretary must ensure timely scheduling and proper conduct of board meetings, issue notices and agendas, maintain minutes, advise the board on legal and governance issues, assist in drafting resolutions, and ensure decisions are implemented as per statutory provisions.

Guide to Answering:
Focus on advisory, administrative, and compliance roles—before, during, and after meetings.

Best Answer:
The Register of Members is a statutory register maintained by the company that records details of shareholders such as names, addresses, and shareholding. It is critical for issuing dividends, conducting general meetings, and ensuring transparency in ownership structure. It is required to be updated regularly and available for inspection.

Guide to Answering:
Link it to shareholder rights, transparency, and compliance obligations under Section 88 of the Companies Act.

Best Answer:
A Special Resolution is a resolution that requires approval by at least 75% of the voting shareholders. It is required for important decisions such as changing the company’s name, altering the Articles or Memorandum of Association, reduction of share capital, or voluntary winding up of a company.

Guide to Answering:
Mention the 75% voting threshold and at least three examples of actions requiring a special resolution.

Best Answer:
In corporate restructuring, the Company Secretary is responsible for ensuring legal compliance throughout the process, drafting and filing necessary documentation with authorities, coordinating with stakeholders and regulators, and ensuring due diligence is followed. They also support board decision-making and ensure that changes are properly reflected in the company’s records and filings.

Guide to Answering:
Include filing, coordination, due diligence, and statutory compliance. Demonstrate strategic support role.

3. Company Secretary Interview Questions: Legal and Regulatory Compliance Questions

1. What are the annual compliance requirements for a private limited company?

Best Answer:
The key annual compliances for a private limited company include:

  • Board Meetings: Minimum of 4 in a financial year.

  • Annual General Meeting (AGM): Required if not exempted.

  • Annual Return (MGT-7): Filed within 60 days of the AGM.

  • Financial Statements (AOC-4): Filed within 30 days of the AGM.

  • Director disclosures (MBP-1 & DIR-8): Annually or upon change.

  • Form DPT-3: If the company has accepted loans or deposits.

Failure to comply can attract penalties on the company and its officers.

Guide to Answering:
Present your answer as a checklist. Emphasize timelines and consequences of non-compliance.

Best Answer:
Form DIR-12 is used to intimate the appointment, resignation, or change in designation of directors and Key Managerial Personnel to the ROC. It must be filed within 30 days of the event. Attachments may include a board resolution, consent letter, and resignation letter (if applicable).

Guide to Answering:
Clearly state the purpose, timeline, and key attachments. This shows practical working knowledge.

Best Answer:
The Companies Act mandates a late filing fee of ₹100 per day per form for each day of delay, with no upper cap in many cases. Additionally, the company and responsible officers may face fines or prosecution depending on the nature of non-compliance. This may also affect future filings and lead to disqualification of directors under certain provisions.

Guide to Answering:
Mention the financial impact, statutory consequences, and business risks (like disqualification or scrutiny).

Best Answer:
If a company wants to shift its registered office within the local limits of the same city, the following steps are taken:

  1. Hold a Board Meeting and pass a resolution.

  2. File Form INC-22 with ROC within 30 days of the resolution.

  3. Attach proof of address (like utility bill, rent agreement, NOC, etc.).

No shareholder approval or Regional Director permission is required for this type of shift.

Guide to Answering:
Mention the form used, timeline, and documents required. Differentiate it from inter-state or inter-city shifts.

Best Answer:
The Company Secretary is responsible for preparing, validating, and uploading various statutory forms on the MCA portal. This includes ensuring digital signatures are in place, verifying details, coordinating with the finance and legal teams for supporting documents, and maintaining records of acknowledgment. The CS must also track deadlines and notify management about any changes in e-filing procedures or portal requirements.

Guide to Answering:
Show end-to-end responsibility — from data accuracy to follow-up, not just form submission.

Best Answer:
DIN stands for Director Identification Number. It is a unique number allotted to an individual intending to be appointed as a director in a company. It is obtained by filing Form DIR-3 on the MCA portal along with identity and address proof. The form must be signed with a digital signature and verified by a professional (CS/CA/CMA).

Guide to Answering:
Mention the form, required documents, authentication process, and who verifies it.

Best Answer:
DSCs are mandatory for verifying and submitting forms on the MCA and other portals. A Company Secretary often uses their own or a director’s DSC to sign forms like AOC-4, MGT-7, and DIR-12. DSCs ensure data integrity, authenticity, and legal acceptance of digital filings.

Guide to Answering:
Highlight legal validity, security, and the growing shift toward digitized compliance.

Best Answer:
Form MGT-14 is used to file resolutions passed by the Board or Shareholders that require filing under Section 117 of the Companies Act. Examples include approval of financial statements, alteration of Articles, or borrowing beyond limits. It must be filed within 30 days of the resolution being passed.

Guide to Answering:
Name the section (117), list examples of resolutions requiring filing, and stress on the 30-day timeline.

Best Answer:
Form DPT-3 is used to file the return of deposits or transactions that are not considered deposits. It applies to companies (except government companies) that have received loans or advances. It must be filed annually on or before 30th June of each financial year.

Guide to Answering:
Mention the due date and clarify that it includes both deposits and non-deposit receipts.

Best Answer:
To strike off a company, the Board must approve the decision, and a special resolution is passed by shareholders. The company files Form STK-2 with ROC along with indemnity bond, affidavit, and financial statements. Before that, all statutory dues must be cleared, and no pending litigation should exist.

Guide to Answering:
Mention documentation and legal precautions (no dues/litigation). Know the form number (STK-2) and that ROC has the final authority.

4. Company Secretary Interview Questions: Secretarial Practice and Procedures Questions

1. How do you prepare and issue a notice for a Board Meeting?

Best Answer:
To issue a notice for a Board Meeting, the Company Secretary must:

  1. Draft the notice in accordance with Secretarial Standard-1 (SS-1).

  2. Include details like date, time, venue (or mode if virtual), and agenda items.

  3. Send the notice to every director at their registered address via hand delivery, post, or email, at least seven days before the meeting.

  4. Maintain proof of dispatch and keep a copy of the notice in company records.

Guide to Answering:
Mention legal timelines, contents of the notice, mode of sending, and reference to SS-1. Demonstrate process knowledge.

Best Answer:
As per Section 174 of the Companies Act, quorum for a Board Meeting is the higher of:

  • Two directors, or

  • One-third of the total strength of the Board (rounded off to the nearest whole number).

If interested directors exceed two-thirds of the Board, the remaining directors (minimum two) shall constitute quorum.

Guide to Answering:
Quote the section number, explain the formula clearly, and mention what happens when quorum is not met.

Best Answer:
During a General Meeting, the Company Secretary is responsible for:

  • Issuing notice in compliance with SS-2

  • Ensuring quorum is present

  • Assisting the Chairman with procedural matters

  • Ensuring voting is conducted legally (show of hands/e-voting)

  • Drafting minutes and filing necessary forms post-meeting

  • Addressing shareholder queries and keeping meeting decorum

Guide to Answering:
Cover responsibilities before, during, and after the meeting. Mention SS-2 and any filing obligations.

Best Answer:
There are mainly three types:

  1. Ordinary Resolution – Passed by simple majority (more than 50%).

  2. Special Resolution – Requires at least 75% approval.

  3. Board Resolution – Passed in Board Meetings by directors for operational decisions.

Each type is used depending on the nature of the business item and the provisions in the Companies Act or the company’s Articles.

Guide to Answering:
List all three types and provide the approval requirement for each. Offer examples if asked further.

Best Answer:
Minutes must be prepared in accordance with SS-1 (Board) or SS-2 (General). Key steps include:

  • Drafting the minutes within 15 days of the meeting.

  • Finalizing and entering them into the Minutes Book within 30 days.

  • Getting them signed by the Chairman of the meeting.

  • Numbering them chronologically and storing them securely.

Minutes must contain fair, correct, and unbiased summaries of the proceedings and decisions taken.

Guide to Answering:
Mention timelines, authentication, format, and legal importance of minutes as official records.

Best Answer:
Statutory registers are mandatory records under the Companies Act. Key registers include:

  • Register of Members (Section 88)

  • Register of Directors and KMP

  • Register of Charges

  • Register of Loans, Guarantees, and Investments

  • Register of Contracts in which Directors are interested

These registers must be maintained at the registered office and be available for inspection.

Guide to Answering:
List a few key registers and the section number (where applicable). Emphasize their compliance and inspection role.

Best Answer:
Statutory registers are mandatory records under the Companies Act. Key registers include:

  • Register of Members (Section 88)

  • Register of Directors and KMP

  • Register of Charges

  • Register of Loans, Guarantees, and Investments

  • Register of Contracts in which Directors are interested

These registers must be maintained at the registered office and be available for inspection.

Guide to Answering:
List a few key registers and the section number (where applicable). Emphasize their compliance and inspection role.

Best Answer:
To pass a resolution by circulation:

  1. Draft the resolution and explanatory note.

  2. Circulate it to all directors at their registered addresses by hand delivery, post, or email.

  3. Allow a minimum of seven days for response.

  4. If the majority approves, the resolution is deemed passed.

  5. The resolution must be noted in the next Board Meeting.

Resolutions on certain key matters (like approving financials or mergers) cannot be passed by circulation.

Guide to Answering:
Include the 7-day rule, format, and limitations. Mention the need to record the resolution in the next board minutes.

Best Answer:
The minute book contains:

  • Signed minutes of all board and general meetings

  • Attendance registers

  • Resolutions passed (including those by circulation)

  • Initialed copies of agendas and notes

  • Records of quorum and voting

  • Signed Chairman’s remarks and clarification (if any)

It is a key compliance document and must be stored securely at the registered office.

Guide to Answering:
Focus on accuracy, completeness, and legal relevance of records maintained in the minute book.

Best Answer:
If quorum is not present within 30 minutes from the scheduled start:

  • For Board Meetings: The meeting is automatically adjourned to the same time and place on the next working day (unless the Articles state otherwise).

  • For General Meetings: If called by requisition, it stands cancelled. Otherwise, it is adjourned to the same time, day, and place in the following week.

Notices must be sent again (if required), and the adjourned meeting may proceed with members present, depending on the type of meeting.

Guide to Answering:
Refer to the 30-minute rule and differentiate between Board and General Meeting scenarios.

Best Answer:
A typical board resolution includes:

“RESOLVED THAT pursuant to the provisions of the Companies Act, [Year] and Articles of Association of the Company, Mr./Ms. [Name] be and is hereby appointed as an Additional Director of the Company with effect from [Date], to hold office up to the date of the next Annual General Meeting.”

It is accompanied by consent to act as director (DIR-2) and intimation by director (DIR-8). The resolution is recorded in minutes and filed via DIR-12.

Guide to Answering:
Mention structure, legal backing, attachments, and filing requirements. Accuracy in wording and legal language is essential

5. Company Secretary Interview Questions: Corporate Governance and Ethics Questions

1. What is corporate governance and why is it important?

Best Answer:
Corporate governance refers to the system of rules, practices, and processes by which a company is directed and controlled. It balances the interests of stakeholders—shareholders, management, customers, suppliers, regulators, and the community. Good governance ensures transparency, accountability, ethical decision-making, compliance with laws, and protection of stakeholder interests. It also enhances investor confidence and long-term sustainability.

Guide to Answering:
Focus on the balance of power, stakeholder protection, and long-term business credibility. Make sure to highlight transparency and ethical conduct.

Best Answer:
A Company Secretary plays a key role in promoting corporate governance by:

  • Advising the Board on regulatory and ethical responsibilities

  • Ensuring compliance with governance codes and applicable laws

  • Facilitating fair board procedures and decision-making

  • Maintaining accurate records and disclosures

  • Acting as a bridge between the Board, shareholders, and regulators

The CS ensures that governance is not just procedural, but part of the company’s culture.

Guide to Answering:
Frame the CS as a governance facilitator, compliance officer, and ethical advisor — not just a procedural role.

Best Answer:
If a director has a conflict of interest in a matter before the board:

  1. As a Company Secretary, I would advise the director to disclose their interest under Section 184.

  2. Ensure that the disclosure is recorded in the minutes.

  3. Recommend that the director abstains from participating or voting on the matter.

  4. Ensure appropriate disclosure is made in the statutory registers and annual filings.

Guide to Answering:
Use a process-driven approach: disclosure, documentation, abstention, and transparency. Quote Section 184 if relevant.

Best Answer:
The key principles include:

  • Transparency: Full disclosure of material facts and decisions

  • Accountability: Clearly defined roles and responsibilities

  • Fairness: Equal treatment of all stakeholders

  • Responsibility: Compliance with law and ethical practices

  • Sustainability: Focus on long-term value, not short-term profits

These principles serve as a foundation for trust in corporate conduct.

Guide to Answering:
Use keywords and explain briefly. These principles are universally recognized in governance codes.

Best Answer:
As a Company Secretary, my first duty is to uphold the law and protect the company’s integrity. I would:

  1. Clearly explain the legal and reputational risks of non-compliance.

  2. Provide documented proof of regulations to support my position.

  3. Offer alternatives that achieve business objectives without breaking the law.

  4. If pressure continues, I would escalate the matter to the board or the audit committee, as required.

Guide to Answering:
Demonstrate integrity, legal knowledge, diplomacy, and a problem-solving attitude.

Best Answer:
A whistleblower policy allows employees and stakeholders to report unethical behavior or violations confidentially and without fear of retaliation. The Company Secretary plays a role in:

  • Drafting and implementing the policy

  • Ensuring it complies with applicable laws (e.g., SEBI LODR for listed companies)

  • Coordinating with the Audit Committee on complaints received

  • Creating awareness and maintaining records of reported incidents

Guide to Answering:
Show your understanding of the policy’s importance and how the CS ensures its fair implementation.

Best Answer:
A Company Secretary ensures board independence and effectiveness by:

  • Facilitating appointment of independent directors

  • Organizing board evaluations and training sessions

  • Ensuring full, timely, and unbiased information flow

  • Advising on board composition and legal requirements

  • Ensuring meetings are conducted fairly and ethically

Guide to Answering:
Discuss both structural and procedural support. Show that the CS enables directors to perform their roles effectively.

Best Answer:
To promote an ethical culture, I would:

  • Advocate for a strong code of conduct

  • Conduct training on ethics and governance for employees and board members

  • Establish a transparent reporting and grievance mechanism

  • Encourage ethical leadership from the top down

  • Align corporate practices with legal and societal expectations

Guide to Answering:
Mention both proactive (training, policies) and reactive (reporting, handling violations) approaches.

Best Answer:
Disclosures ensure that stakeholders have access to accurate, complete, and timely information about the company’s operations, risks, and governance. They promote transparency and help in building trust with investors, regulators, and the public. The Company Secretary ensures that disclosures are made in board reports, financial statements, regulatory filings, and the company’s website.

Guide to Answering:
Emphasize transparency, compliance, and the stakeholder trust factor. Mention regular reports and filings.

Best Answer:
I ensure fairness in board meetings by:

  • Providing all directors with agenda and supporting documents well in advance

  • Encouraging all members to express opinions

  • Ensuring dissent, if any, is recorded properly

  • Avoiding dominance by any single member

  • Maintaining neutrality while preparing minutes

This fosters a balanced and legally sound decision-making process.

Guide to Answering:
Show how the CS supports board democracy and safeguards the integrity of proceedings.

6. Company Secretary Interview Questions: Scenario-Based or Situational Questions

1. If your company fails to file an annual return within the due date, what steps would you take?

Best Answer:
First, I would identify the reason for the delay and inform the management of the non-compliance. Then, I would:

  1. Immediately prepare and file the delayed return (Form MGT-7) with additional late fees.

  2. Ensure the corresponding financial statement (Form AOC-4) is also filed if pending.

  3. Maintain documentation of the delay and corrective action.

  4. Put in place a calendar or compliance tracker to avoid future lapses.

If the delay exceeds the threshold, I’d also check for any compounding requirement or reporting to the board.

Guide to Answering:
Be action-oriented. Demonstrate accountability, knowledge of corrective steps, and a proactive compliance mindset.

Best Answer:
As the Company Secretary, I would:

  1. Highlight the specific clause of the Articles that would be violated.

  2. Offer legal alternatives or recommend amending the Articles through a special resolution if the change is essential.

  3. Document my advice in board papers for record purposes.

  4. If the director still insists, escalate the matter to the Chairman or seek legal counsel.

My duty is to ensure the board acts within legal boundaries and protect the company’s compliance integrity.

Guide to Answering:
Emphasize professional integrity, legal grounding, and escalation protocol.

Best Answer:
I would:

  1. Carefully review the notice and identify the compliance issue raised.

  2. Discuss it with internal teams to collect relevant facts and documentation.

  3. Prepare a response with a legal explanation or proof of compliance, if applicable.

  4. If non-compliance is valid, propose corrective steps (filing, compounding, etc.) and submit the reply within the stipulated deadline.

  5. Keep the board informed and document all communication.

Guide to Answering:
Show calm, clarity, and procedural rigor. Your answer should reflect both legal awareness and communication skills.

Best Answer:
I would:

  1. Immediately bring the matter to the director’s attention and remind them of their duty under Section 184.

  2. Advise them to submit Form MBP-1 disclosing the interest.

  3. Re-examine the board resolution — if passed without disclosure, flag it for reconsideration.

  4. Record the corrective disclosure in the next board meeting.

  5. Inform the board and update the Register of Contracts accordingly.

Guide to Answering:
Stay diplomatic yet firm. Address the issue without accusation, and focus on corrective and preventive steps.

Best Answer:
I would immediately:

  1. Check for the availability of another authorized signatory with a valid DSC.

  2. If not, coordinate with a Certifying Authority to renew the DSC on priority.

  3. Prepare the form in advance to ensure instant filing once DSC is renewed.

  4. Communicate the urgency to the director to get the renewal done the same day.

  5. If delay is unavoidable, document the reason and notify ROC if the form cannot be filed in time.

Guide to Answering:
Demonstrate urgency management, resourcefulness, and contingency planning.

Best Answer:
I would respectfully intervene and request both directors to remain focused on the agenda. I would suggest deferring the item under dispute and resuming it later after a brief break. If necessary, I’d speak with both privately after the meeting to facilitate resolution. The incident would be recorded neutrally in the minutes, without attributing blame.

Guide to Answering:
Show emotional intelligence, impartiality, and your ability to maintain decorum in professional settings.

Best Answer:
If the company is unable to hold its AGM within the prescribed time (i.e., within six months of the end of the financial year), I would:

  1. Apply to the Registrar of Companies (ROC) using Form GNL-1 requesting an extension.

  2. Provide a valid reason and supporting documents.

  3. Await formal approval and schedule the AGM within the extended timeline.

  4. Inform the board and shareholders once the new date is finalized.

Guide to Answering:
Highlight compliance through proper channels and the use of the correct form (GNL-1).

Best Answer:
I would:

  1. Obtain a written refusal from the auditor.

  2. Convene a Board Meeting to propose a new auditor.

  3. Call an Extraordinary General Meeting (EGM) to appoint a new auditor, if required.

  4. File Form ADT-1 for the new appointment and ADT-3 if the original auditor had already filed acceptance.

Guide to Answering:
Show you’re aware of appointment, replacement, and filing procedures. Highlight timely action and compliance.

Best Answer:
I would not sign the certificate unless the inaccuracies are corrected. I would:

  1. Discuss the discrepancies with the concerned department.

  2. Ask for documentary proof or clarification.

  3. If the error remains unresolved, escalate the matter to the board or legal team.

  4. Keep written records of my objection to avoid personal liability.

Guide to Answering:
Highlight your ethical responsibility, attention to detail, and risk-awareness.

Best Answer:
I would:

  1. Ensure compliance with FEMA regulations and check if FDI is permitted in that sector.

  2. Call a Board Meeting and get shareholder approval via Special Resolution, if required.

  3. File Form PAS-3 for return of allotment and Form FC-GPR with RBI.

  4. Update the Register of Members and issue share certificates within the statutory timeline.

  5. Coordinate with legal advisors to ensure adherence to sectoral caps or pricing norms.

Guide to Answering:
Show a clear understanding of both Company Law and FEMA procedures. Mention forms and inter-agency coordination.

7. Company Secretary Interview Questions: Current Affairs and Industry Awareness Questions

1. Can you name a recent amendment in the Companies Act that significantly impacts compliance?

Best Answer:
One major amendment is the decriminalization of certain offences under the Companies Act, as introduced by the Companies (Amendment) Act, 2020. Many technical and procedural lapses (like delay in filings) were converted from criminal to civil liabilities, with reduced penalties. This change was introduced to promote ease of doing business and reduce the burden on courts and professionals.

Guide to Answering:
Mention the year of amendment, the nature of the change (e.g., decriminalization, simplification), and how it affects compliance or governance.

Best Answer:
I regularly refer to:

  • The official websites of MCA, SEBI, and RBI

  • Updates from the Institute of Company Secretaries of India (ICSI)

  • Legal platforms like Taxmann, Lexology, and Mondaq

  • Subscribed newsletters, LinkedIn discussions, and professional webinars

I also track recent judgments and circulars to stay contextually informed.

Guide to Answering:
Show a multi-source approach. Combine official, legal, and community resources to appear well-rounded.

Best Answer:
One recent SEBI update is the amendment to Regulation 30 of the SEBI (LODR) Regulations, 2015, requiring listed companies to verify and confirm or deny any market rumors in mainstream media. This was introduced to enhance transparency and prevent insider trading.

Guide to Answering:
State the name of the regulation, the change, and its intent. Mention how it affects compliance and company behavior.

Best Answer:
ESG has expanded the scope of company secretarial responsibilities. Now, companies—especially listed ones—must include Business Responsibility and Sustainability Reports (BRSR), ensure ethical disclosures, and align governance structures with sustainability goals. The Company Secretary plays a key role in ESG reporting, stakeholder communication, and guiding the board on sustainability governance.

Guide to Answering:
Highlight how ESG integrates with compliance, board processes, and disclosure norms.

Best Answer:
Digital transformation has made compliance more efficient and transparent. With tools like the MCA V3 portal, e-form filings, and automated reminders, processes are now faster and less error-prone. However, it also demands upskilling, regular monitoring, and cybersecurity awareness on the part of the Company Secretary.

Guide to Answering:
Balance positives (efficiency) with challenges (tech adaptation). Show openness to change.

Best Answer:
ICSI has recently introduced:

  • The CSJ (Company Secretary Journal) as a monthly digest of updates

  • ICSI UDIN system for document authenticity

  • Expanded peer review mandates for practicing professionals

  • Frequent webinars, training sessions, and updates on legal reforms

These initiatives aim to enhance credibility, support ongoing learning, and align professionals with evolving roles.

Guide to Answering:
Stay specific. Show that you’re actively engaged with ICSI’s efforts and updates.

Best Answer:
These amendments focused on:

  • Decriminalization of minor procedural offences

  • Reduction of penalties for startups and small companies

  • Allowing companies to hold AGMs and EGMs virtually

  • Fast-tracking rights issues and improving compliance flexibility

Together, these reforms reduced regulatory burden and made it easier for businesses to operate without fear of harsh penalties for minor errors.

Guide to Answering:
Focus on business facilitation, reduced compliance costs, and digital flexibility.

Best Answer:
Mandatory rotation of auditors, introduced under Section 139 of the Companies Act, enhances audit independence and objectivity. It prevents long-term associations that may compromise impartiality. However, it also brings challenges in transitioning and onboarding new firms. From a governance perspective, it’s a step toward improving stakeholder trust and audit quality.

Guide to Answering:
Acknowledge both pros and cons. Show a governance-focused, balanced viewpoint.

Best Answer:
Recent trends include:

  • Rise in Board evaluations and performance assessments

  • Increased focus on gender diversity and independent directors

  • Integration of technology in board meetings (e-voting, e-minutes)

  • Greater emphasis on stakeholder engagement and transparency

  • Adoption of ESG frameworks and sustainability disclosures

These trends reflect a broader move toward accountability and strategic oversight.

Guide to Answering:
List trends clearly. Emphasize how they shift governance from a compliance function to a strategic one.

Best Answer:
COVID-19 accelerated the adoption of virtual board and general meetings, digital filings, and cloud-based compliance tracking. Regulators allowed flexibility in AGMs and extended deadlines for many filings. It also increased board focus on business continuity planning, risk management, and employee safety, making governance more adaptive and proactive.

Guide to Answering:
Frame the answer around both operational and cultural changes. Show that governance evolved beyond checklists.

8. Company Secretary Interview Questions:: Behavioral and Soft Skills Questions

1. Tell me about a time you had to explain a complex legal concept to someone with no legal background.

Best Answer:
While working on a board resolution for a related party transaction, a senior executive wasn’t clear on why it required board and shareholder approval. I broke it down by using a simple example and explained how conflicts of interest are governed under Section 188 of the Companies Act. I avoided legal jargon and focused on what the law intends — transparency and fair dealing. The executive understood and appreciated the clarity.

Guide to Answering:
Use the STAR method (Situation, Task, Action, Result). Emphasize clarity, empathy, and ability to adapt communication for different audiences.

Best Answer:
I plan in advance using a compliance calendar with all statutory due dates. During peak periods like financial year-end or AGM season, I prioritize high-risk filings and delegate routine tasks. I also schedule buffer time for last-minute reviews. Staying calm and methodical helps me meet deadlines without compromising quality.

Guide to Answering:
Show time management, planning tools, and stress control. Highlight how you stay organized, not overwhelmed.

Best Answer:
Yes, in a previous role, the board was considering a resolution that, in my view, conflicted with the Articles of Association. I respectfully voiced my concern, cited the relevant provisions, and suggested a compliant alternative. While the final call was theirs, they appreciated the professional input and ultimately revised the resolution.

Guide to Answering:
Show diplomacy and respect for hierarchy. Focus on how you presented facts without creating conflict.

Best Answer:
Once, a finance team delayed providing data required for a regulatory filing. I scheduled a meeting to understand their challenges and offered to adjust the format of the information I needed. By showing flexibility and building rapport, we developed a smoother workflow, which prevented delays in the future.

Guide to Answering:
Highlight empathy, collaboration, and solution-driven communication.

Best Answer:
Confidentiality is fundamental to the role of a Company Secretary. I ensure sensitive data is only shared on a need-to-know basis and use secure communication channels for board documents. I never discuss board matters casually and keep all statutory records safe — both digitally and physically — with proper access controls.

Guide to Answering:
Focus on trust, professionalism, and specific methods (access control, non-disclosure, secure storage).

Best Answer:
In my early career, I missed a compliance deadline for a small statutory filing. As soon as I realized it, I informed my reporting officer, prepared the necessary paperwork, paid the late fees, and filed it the same day. I also created a personal checklist system that I still use to track all upcoming tasks. It hasn’t happened since.

Guide to Answering:
Be honest, take accountability, and focus on the corrective action. Show growth and learning.

Best Answer:
I first try to understand the task by researching it independently and consulting internal resources. If needed, I reach out to a colleague with expertise or discuss it with my reporting manager. I see it as a chance to learn and expand my skill set, but I ensure that I don’t compromise quality.

Guide to Answering:
Highlight adaptability, willingness to learn, and team collaboration. Avoid pretending to know it all.

Best Answer:
I classify tasks based on urgency vs. importance. I tackle time-sensitive legal deadlines first, especially those with financial or reputational risks. I also use tools like to-do lists and project management apps. Regular check-ins with my manager help ensure alignment with organizational priorities.

Guide to Answering:
Mention frameworks (Eisenhower matrix, to-do lists, digital tools), and show logic in your approach.

Best Answer:
I stay calm by focusing on the task rather than the emotion. In stressful situations, I avoid reacting impulsively, listen actively, and break the problem into smaller steps. I also ensure clear and respectful communication, even if others are tense. This approach has helped me diffuse multiple time-sensitive challenges.

Guide to Answering:
Stress emotional intelligence, self-control, and effective communication under pressure.

Best Answer:
A successful Company Secretary should be detail-oriented, ethically grounded, legally sound, and an excellent communicator. They must balance legal compliance with business needs and serve as a bridge between the board, regulators, and stakeholders. Integrity, discretion, and adaptability are key traits that sustain long-term effectiveness in this role.

Guide to Answering:
Mention both technical and soft skills. Focus on balance — law, people skills, and ethics.

Conclusion

A Company Secretary plays a pivotal role in ensuring legal integrity, governance, and strategic compliance within an organization. And employers want to hire professionals who don’t just understand the law — but know how to apply it with discretion, clarity, and professionalism.

This exhaustive list of company secretary interview questions is your roadmap to navigating every type of interview scenario. Study the structure, practice your responses, and reflect on your personal experiences so you can answer with confidence and credibility.

Pro tip: Tailor your answers to reflect the company’s industry, scale, and regulatory environment for maximum impact.

Frequently Asked Questions

Q1. Are Company Secretary interviews only about legal knowledge?

No. While legal expertise is essential, interviews also test communication skills, ethical judgment, boardroom behavior, and your ability to handle real-world scenarios.

Start by revising the Companies Act, SEBI regulations, and Secretarial Standards. Practice scenario-based questions, stay updated with legal amendments, and prepare examples from your past experience.

Common focus areas include board meeting procedures, annual compliance filings, role under Companies Act, ROC/SEBI interactions, conflict resolution, and corporate governance practices.

Yes. Many companies hire CS trainees or fresh associates. For freshers, the interview will focus more on academic understanding, internship exposure, and enthusiasm to learn.


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