Correct interpretation of law crucial to resolve corporate challenges :Dimple Mehta, Eros International Media

Correct interpretation of law crucial to resolve corporate challenges :Dimple Mehta, Eros International Media

FPJ BureauUpdated: Saturday, June 01, 2019, 03:20 AM IST
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The Secretarial field is flexible and allows professionals to opt for a role they fit into, says Dimple Mehta, Company Secretary and Compliance Officer of Eros International Media Ltd. Speaking to Dipta Joshi, she elaborates on  the possibilities the field offers 

While Dimple Mehta was still a student, a well-meaning tutor advised her to opt for the Company Secretarial (CS) profession. She believed, it involved a limited administrative role that would suit women. More than a decade later, as Company Secretary and Compliance Officer of Eros International Media Ltd., a leading production and distribution company in the Indian Film Entertainment Industry, Mehta is amused at the paradox. “Today, a CS interacts with every department in the organisation and deals with every law applicable to the company. So our role is anything but limited,” says she.

A gold medalist at college, Dimple was always sure of the field she wanted to pursue. She managed her CS Foundation course along with her graduation and completed her management training with pharmaceutical company, Unichem Laboratories Limited in June 2003. She also completed her LLB from Government Law College. Keen on polishing her secretarial as well as legal skills,  she joined Blue Star Infotech Limited as Assistant Company Secretary. She gained experience in handling various agreements and legal documents besides fulfilling the required Secretarial work like convening meetings, filing of various forms, handling Employee Stock Options (ESOPs) and maintaining registers etc.

Dimple got another opportunity to explore her capabilities when she joined Zicom Electronic Security Systems Limited, a listed company dealing in surveillance systems. Other than handling her corporate secretarial and compliance activities, within five years she had already handled more than three preferential issues, managed Foreign Currency Convertible Bond (FCCB) compliance issues with the Luxembourg Stock Exchange, hived off a business arm to a subsidiary, helped set up a subsidiary in Dubai, drafted various codes, policies, agreements and dealt with advocates regarding litigations on pan India basis.

“Since i was reporting directly to the Chairman and the Board of Directors of the company, my job profile instilled confidence, responsibility and a sense of ownership at a very young age,” says Mehta. Dimple’s next association was as Company Secretary of Reliance Capital Asset Management Limited. Being an unlisted public company, there were comparatively fewer pressures and it was easy maintaining the work life balance. This proved favourable to Dimple when she wanted to pay more attention to her growing family. “After my baby, I deliberately didn’t combine a Secretarial role with a legal role since the former is also demanding,” says she. However, despite slowing down the pace, Dimple’s commitment to her work never wavered. She received appreciation and monetary awards towards the successful implementation of ISO 9001:2008 standards for Business Process Management System (BPMS) for her Secretarial team.

In August 2012, Dimple joined Eros International Media Limited and has been exploring the dynamics of dealing with the new Companies Act, 2013, the Securities and Exchange Board of India (SEBI) regulations, new clause 49 of the Listing Agreement and so on. “I got an opportunity to complete an Offer for Sale (OFS) in December 2012 and have handled various postal ballots. Apart from fulfilling other corporate secretarial compliances, I am working on the acquisition of an entity, a preferential issue, ESOPs, issue of commercial papers etc.,” she adds.

Given her repertoire of corporate experiences, Dimple believes the key to resolving challenges faced by companies is the correct interpretion of the law. Illustrating how the presence of a CS makes a substantial difference, she recalls, “On one occasion, the Chartered Accountant firm opined that XBRL (the Extensible Business Reporting Language – a computer language that financial accounting and balance sheets need to be converted into) shall not be applicable to subsidiary companies. However, my interpretation of the law was different and I was able to convince them about it.”

Dimple elaborates on the extensive role play of a Company Secretary post the Companies Act, 2013. “A CS plays a wider role of being an advisor to the management for strategic decisions. He is empowered to implement and develop the framework within an organization while adhering to the best governance practices and Secretarial Standards which is mandatory after the new Act,” says she.

According to Dimple, the Companies Act, 2013, is both a boon and a bane. She believes, while some provisions of law mentioned in the Act help companies follow the best governance practices, some of it has been left vague and open to multiple interpretations. And though clarifications regarding regulations are still coming in, some of them are a little too late.  “By this time, companies are close to completing all the required formalities for the financial year. Last week we received a clarificatory circular providing a sigh of relief to companies which desire to provide loans to its employees, other than Managing Director/Whole Time Director. Had this circular been received earlier, ambiguities on this front could have been avoided,” says she.

Given the intricacies of the New Act, Dimple thinks Company Secretaries will need to invest sufficient time and resources to understand the new corporate laws and settle down .   She believes in being up-to-date with the latest in the field and  encourages her team to attend important seminars and training camps and be well conversed with the latest amendments. Her advice to newer aspirants is no different. “The Companies Act, 2013, has had far reaching implications that are set to significantly change the manner in which a corporate operates in India. Thus anyone who wants to join the field should get proper training to understand its provisions and compliances,” says she.

Looking back, Dimple says there is no other profession she would rather be associated with. “A person could be a CS of a listed company or an unlisted company; he could be a Secretarial Auditor or an Internal Auditor, a practicing CS, a Trademark Consultant or a Corporate Consultant. The list can go on. The beauty of this field is its flexibility which allows a professional to opt for a role he fits into,” she reasons.

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