Institute of

Chartered

Secretaries of

Bangladesh

(ICSB)

Institute of Chartered Secretaries of Bangladesh (ICSB), established under an Act of Parliament i.e. Chartered Secretaries Act 2010, is the only recognized professional body in Bangladesh to develop, promote and regulate the profession of Chartered / Company Secretaries in Bangladesh.

The affairs of the Institute of Chartered Secretaries of Bangladesh (ICSB) are managed by a Council consisting of thirteen elected members and five nominees of the Government.

The major contribution of a Chartered Secretary is in the corporate sector. Chartered Secretary is a requisite qualification to become a Company Secretary. Company Secretary is an important professional, aiding the efficient management of the corporate sector. Company Secretary is a Statutory Officer under the Companies Act 1994. According to Bangladesh Securities and Exchange Commission (BSEC) all the listed companies should have a Company Secretary. Company Secretary is the compliance officer of the company, who has to interact, coordinate, integrate and cooperate with various other functional heads in a company.

THE COUNCIL

2013-2016

Mohammad Asad Ullah FCS : PresidentM. Naseemul Hye FCS : Senior Vice PresidentMd. Monirul Alam FCS : Vice PresidentMohammad Bul Hasan FCS : TreasurerMohammad Sanaullah FCS : CouncilorItrat Husain FCS : CouncilorN.G. Chakraborty FCS : CouncilorMd. Shahid Farooqui FCS : CouncilorMd. Azizur Rahman FCS : CouncilorMd. Selim Reza FCS : CouncilorM. Nurul Alam FCS : CouncilorHossain Sadat FCS : CouncilorA.T.M. Tahmiduzzaman ACS : CouncilorMd. Shawkat Ali Waresi Additional Secretary, GoB : CouncilorMd. Ekhlasur Rahman Joint Secretary, GoB : CouncilorNasreen Begum Additional Secretary, GoB : CouncilorProf. Md. Helal Uddin Nizami Commissioner, BSEC : CouncilorBijon Kumar Baishya Registrar, RJSC, GoB : Councilor

EDITORIAL

BOARD

EditorItrat Husain FCS

MembersMohammad Sanaullah FCSMd. Shahid Farooqui FCSHossain Sadat FCSFeroz I. Faruque FCSKazi Ashiqur Rahman FCS

Member SecretaryMd. Munirul Hoque ACS

Subscription

Rate

For Students : per copy Tk. 100; per year Tk. 350Others : per copy Tk. 150; per year Tk. 560

1A p r i l - J u n e 2 0 1 4THE CHARTERED SECRETARY

INSIDE

ARTICLES

The views and opinions expressed in the articles published in thisJournal are those of the writers onlyPublished byThe Institute of Chartered Secretaries of Bangladesh (ICSB)Office & Campus : Padma Life Tower (7th - 8th Floor) 115 Kazi Nazrul Islam Avenue Bangla Motor, Dhaka-1000.Phone : 880 2 933 4878, 933 9957, 934 9578 & 933 6901Fax : 880 2 933 9957E-mail : secretary@icsb.edu.bd, icsb@icsb.edu.bdWeb : http://www.icsb.edu.bd

2 A p r i l - J u n e 2 0 1 4THE CHARTERED SECRETARY

The Council 2013-2016 3

Editorial 4

Message from the President 5

Institute News 7

Role of Chartered / Company Secretaryin Corporate GovernanceMohammad Sanaullah FCS 20The Diversified Role of Company Secretary inCorporate GovernanceProf Dr Feroz I. Faruque FCS DBA FCCE CPA CEPA(USA) 23Aspiring Company Secretary in an Era of Corporate GovernanceBipul Kumar Bhowmik FCS 26Secretarial Audit: Essential for the development ofsound corporate culture and good governanceMohammad Khasru Noman ACS 29

Notification 32

THE COUNCIL 2013-2016

3A p r i l - J u n e 2 0 1 4THE CHARTERED SECRETARY