Company Secretaries Act, 1980

An Act to make provision for the regulation and development of the profession of Company Secretaries.

Sector ProfessionsPurpose Regulation & LicensingAct No. 56 of 1980Enacted 10 Dec 1980Ministry Corporate AffairsUpdated till 12th August, 2026

TaxByKK · Laws by Sector · taxbykk.comIndex as on 12th August, 2026

Chapter I Preliminary2 sections

  1. 1Short title, extent and commencement
  2. 2Definitions and interpretation

Chapter II Institute of Company Secretaries of India6 sections

  1. 3Incorporation of the Institute
  2. 4Entry of names in the Register of members
  3. 5Associates and Fellows
  4. 6Certificate of practice
  5. 7Members to be known as Company Secretaries
  6. 8Disabilities

Chapter III Council of the Institute14 sections

  1. 9Constitution of the Council of the Institute
  2. 10Re-election or re-nomination to Council
  3. 10ASettlement of disputes regarding election
  4. 10BEstablishment of Tribunal
  5. 11Nomination in default of election
  6. 12President and Vice-President
  7. 13Resignation of membership and casual vacancies
  8. 14Duration and dissolution of the Council
  9. 15Functions of Council
  10. 15AFunctions of Institute
  11. 15BImparting education by Universities and other bodies
  12. 16Officers and employees, salary, allowances, etc
  13. 17Committees of the Council
  14. 18Finances of the Council

Chapter IV Register of Members2 sections

  1. 19Register of members
  2. 20Removal from the Register of members

Chapter V Misconduct11 sections

  1. 21Disciplinary Directorate
  2. 21ABoard of Discipline
  3. 21BDisciplinary Committee
  4. 21CAuthority, Disciplinary Committee, Board of Discipline and Director(Discipline) to have powers of civil court
  5. 21DTransitional provisions
  6. 22Professional or other misconduct defined
  7. 22AConstitution of Appellate Authority
  8. 22BTerm of office of members of Authority
  9. 22CProcedure, etc., of Authority
  10. 22DOfficers and other staff of Authority
  11. 22EAppeal to Authority

Chapter VI Regional Councils1 section

  1. 23Constitution and functions of Regional Councils

Chapter VII Penalties6 sections

  1. 24Penalty for falsely claiming to be a member, etc
  2. 25Penalty for using name of the Council, or awarding degree of Company Secretary
  3. 26Companies not to engage in Company Secretaryship
  4. 27Unqualified persons not to sign documents
  5. 28Offences by companies
  6. 29Sanction to prosecute

Chapter VIIA Quality Review Board5 sections

  1. 29AEstablishment of Quality Review Board
  2. 29BFunctions of Board
  3. 29CProcedure of Board
  4. 29DTerms and conditions of service of Chairperson and members of Board and its expenditure
  5. 30Omitted

Chapter IX Dissolution of the Institute of Company Secretaries of India Registered under the Companies Act3 sections

  1. 31Dissolution of the Institute of Company Secretaries of India registered under the Companies Act
  2. 32Transfer of assets and liabilities of the dissolved company to the Institute
  3. 33Provisions respecting employees of the dissolved company

Chapter X Miscellaneous9 sections

  1. 34Coordination Committee
  2. 35Directions of the Central Government
  3. 36Protection of action taken in good faith
  4. 36AMembers, etc., to be public servants
  5. 37Maintenance of branch offices
  6. 38Reciprocity
  7. 38APower of Central Government to make rules
  8. 39Power to make regulations
  9. 40Rules, regulations and notifications to be laid before Parliament

Schedules

  • The First Schedule
  • The Second Schedule

About this Act

The Company Secretaries Act, 1980 regulates and develops the profession of company secretaries in India. It establishes the Institute of Company Secretaries of India (ICSI) as a statutory body and sets the rules for membership, the title of company secretary and practice.

The Institute is run by an elected Council with Regional Councils under it. The Act provides a disciplinary mechanism with an Appellate Authority, a Quality Review Board, and penalties for misuse of the title or unauthorised practice.

Before the Act, the Institute existed as a company registered under the Companies Act; Chapter IX dissolves that company and transfers its assets, liabilities and staff to the statutory Institute. The index runs from Chapter I to Chapter X, with Chapter VIIA on the Quality Review Board.

Who it applies to

  • Members of ICSI, both Associates and Fellows
  • Company secretaries in practice
  • Persons seeking entry to the register of members
  • Companies and unqualified persons, who are restricted from company secretaryship work
  • Universities and other bodies imparting education in the subject

Good to know

Key chapters
Chapter II (the Institute and membership), Chapter III (Council), Chapter V (misconduct and appeals), Chapter VII (penalties) and Chapter IX (dissolution of the earlier company).
Amended by
The Company Secretaries (Amendment) Act, 2006 and the Company Secretaries (Amendment) Act, 2011.

Frequently asked questions

Which section provides for a certificate of practice?

Section 6, Certificate of practice.

Where is professional or other misconduct defined?

Section 22, in Chapter V.

Which section bars companies from engaging in company secretaryship?

Section 26.

Where is the Quality Review Board established?

Section 29A, in Chapter VIIA; its functions are in section 29B.

Which section deals with appeals against disciplinary orders?

Section 22E, Appeal to Authority; the Authority is constituted under section 22A.