1. NAME OF COURSE  / MODULE CORPORATE SECRETARYSHIP
2. COURSE CODE MGA4023
3. NAME(S) OF ACADEMIC STAFF  
4. RATIONALE FOR THE INCLUSION OF THE COURSE/MODULE IN THE PROGRAMME The profession of company secretary has evolved and placed at the forefront as advisor to the Board of Directors. The Boards view that secretary not only for legislative compliance issues but also for implementation of corporate governance standards among others.  Thus, this course offers to student to provide various knowledge and exposures related to company secretary in order to produce professional company secretary.
5. SEMESTER & YEAR OFFERED Semester 7/ Year 4
6. TOTAL STUDENT LEARNING TIME (SLT) Face to face:

L T P O
28 26 10

L=lecture ; T=Tutorial; P=Practical; O=Others (Exam)

Total Guided and Independent Learning:

120
7. CREDIT VALUE 120/40 = 3.00 (3 credit); 2+2
8. PREREQUISITE (IF ANY) NIL
9. OBJECTIVES 1.     To familiarize students with the scope, role and functions of corporate secretary and apply them within the employing or client organization.

2.     To expose students with the law and best practice of a corporate secretary and ensure corporate compliance.

3.     To create awareness of the ongoing responsibilities of the Secretary as an independent professional practitioner within the organisation, and be responsible for continuing personnel development within the secretariat.

10. LEARNING OUTCOMES At the end of the course, learners will be able to:

1.     Understand the scope, role and functions of corporate secretaryship and apply them within the employing or client organization. (LO7-LL1)

2.     Apply the law and best practice of corporate secretary function, and ensure corporate compliance. (LO6-EM1)

3.     Aware of the ongoing responsibilities of the Secretary as an independent professional practitioner within the organisation, and be responsible for continuing personnel development within the secretariat. (LO7-LL1))

11. TRANSFERABLE SKILLS Student should be able to develop a good understanding on company secretary roles and responsibility, Companies Act and other relevant legislation and regulations skills through a process of lectures and tutorial
12. TEACHING-LEARNING AND ASSESSMENT STRATEGY Teaching-learning strategy:

  • The course will be taught through a combination of formal lectures, exercise, group work, using authentic materials, informal activities and various textbooks. Collaborative teamwork will be fosters throughout the course. The use of examination and internal reporting assessment will assess the student’s ability to apply theoretical concept in context.

Assessment strategy:

  • Formative – tutorials, project, mid semester exam and final semester exam
  • Summative – observation, in class exercises; Q&A session
13. SYNOPSIS This course is designed to discuss the roles and responsibilities that company secretary must possess. Company secretaries must be able to advise on good practices and encourage full compliance with the Companies Act and other relevant legislation and regulations. Companies secretaries are expected to give opinion and contribute to the effective corporate governance of the company.
14. MODE OF DELIVERY Lectures and tutorial (SCL)
15. ASSESSMENT METHODS AND TYPES
Component %
Continuous Assessment 40
Final examination 60
Total 100
16. CONTENT OUTLINE OF THE COURSE/MODULE AND SLT PER TOPIC
TOPIC Lecture Tutorial Test/Quiz/Exam Assignment Assessment(Internet Surfing) Self-study Total
Business Firms, Partnerships and Companies 2 2 4 8
Incorporation and Registration of Company Limited by Shares 4 2 6 12
Statutory books and accounts 2 2 4 8
Directors 4 4 6 14
Company Secretary 2 2 4 8
Auditors 2 2 4 8
Company Meetings 4 4 6 14
Memorandum and Articles of Association 4 4 6 14
Deregistration and Liquidation 4 4 6 14
Continuous Test/Quiz/Assessment 1 6 1 8
FINAL 3 9 12
TOTAL 28 26 4 6 10 46 120
17. REFERENCES Main Reference:

1.     Zubaidah Zainal Abidin (2008). An Introduction to Malaysian Company Secretarial Practice: For Private Limited Companies. Second Edition. Prentice Hall.

 Other References:

1.    Cheah Foo Seong (2012) Guide to Company Secretarial Practice in Malaysia (2nd Edition). CCH

2.    Kang, Shew Meng (2005). Handbook on Company Secretarial Practice in Malaysia. 4th Edition. Kuala Lumpur: Lexis Nexis Business Solutions.

3.    Lawton, P. & Rigby, E. (1992). Meetings: Their Law and Practice. UK: M & E Handbooks

4.    Company Secretarial Practice Manual. Kuala Lumpur: MAICSA

5.    Malaysia & Singapore Company Secretary’s Practice. Singapore: CCH

6.    MAICSA Best Practice Guide Series

7.    Yap, Priscilla P.Y. (2001). Company Meetings: Law & Practice in Malaysia. Singapore: CCH

8.    Code of Ethics for Directors and Code of Ethics for Secretaries: ROC

9.    Malaysian Code on Corporate Governance

10.  Statutes, Regulations and Guidelines:

  • Companies Act 1965
  • Companies Regulations 1966
  • Companies Commission Act 2001
  • Securities Commission Act 1993
  • Policies and Guidelines of the Securities Commission
  • Securities Industry Act 1983
  • Securities Industry Regulations

 

Mapping of the course/module to the Programme Learning Outcomes

TOPIC Contact hours(week) Lesson Learning Outcome CLO KI Teaching & Learning Activities Assessment Tasks
1.     Business Firms, Partnerships and Companies

4

i.      To discuss the differences of each types of business organization

ii.     To describe the company’s classification

LO7 LL1 ·         Lecture

·         Discussion and Q&A

Tutorial
2.     Incorporation and Registration of Company Limited by Shares

8

i.      To explain steps to incorporate and register company with ROC

ii.     To familiarize students with documents need to submit to ROC

LO7 LL1 ·            Lecture

·            Discussion and Q&A

Tutorial

Project (Phase 1)

3.     Statutory books and accounts

8

 i.    To exposed statutory books and account need to keep in registered office LO7 LL1 ·         Lecture

·         Discussion and Q&A

Tutorial
4.     Directors

 

4

i.     To describe types of directors, duties, responsibilities and rights.

ii.    To discuss the qualification for appointment, reappointment of company’s directors

iii.   To discuss how a director can cease or be ceased.

LO6 EM1 ·        Lecture

·        Discussion and Q&A

Tutorial

Project (Phase 2)

5.     Company Secretary

 

4

i.      To describe duties, responsibilities and rights of company secretary (CS).

ii.     To discuss the qualification for appointment, reappointment of CS

iii.    To discuss how CS can cease or be ceased.

LO6 EM1 ·         Lecture

·        Discussion and Q&A

Tutorial

Project (Phase 2)

 

6.     Auditors

4

i.      To describe auditors responsibilities, liabilities and rights.

ii.     To discuss the qualification for appointment, reappointment of auditors

iii.    To discuss how a auditors can cease or be ceased.

LO6 EM1 ·         Lecture

·        Discussion and Q&A

Tutorial
7.     Company Meetings

4

i.      To describe various type of meeting

ii.     To explain CS roles before, during and after meeting

iii.    To highlight roles of Chairman

iv.    To expose procedures of resolution

LO7 LL1 ·         Lecture

·        Discussion and Q&A

Tutorial

Project (Phase 3)

8.     Memorandum and Articles of Association

 

4

i.      To distinguished between MA & AA

ii.     To give guidance on preparation company’s MA & AA

iii.    To explain how MA & AA can be alter

LO6 EM1 ·         Lecture

·        Discussion and Q&A

Tutorial

Project (Phase 4)

9.     Deregistration and Liquidation

4

i.      To highlight deregistration procedures

ii.     To discuss type of winding up

LO7 LL1 ·         Lecture

·        Discussion and Q&A

Tutorial

Project (Phase 5)

Final Exam: Comprehensive