As of 6th April 2008, private limited companies do not require to have a company secretary, however many still choose to appoint one. Public companies still must appoint a qualified company secretary.
A company secretary doesn’t fill a clerical role, they are Officers of the company alongside with the board of directors.
The company secretary of a limited company makes sure that the company is legally compliant. They keep directors and shareholders informed of their legal responsibilities and make sure documents relating to the management of the company are up to date and correct. However, it is important to note that even if you have appointed a company secretary, the directors of the company are still accountable and liable for their duties.
A company secretary is mainly responsible for the efficient administration of a company.
Their activities are usually divided into three main categories:
- Board – The company secretary should ensure that proper board procedures are in place. This includes providing practical support and guidance as well as monitoring and making improvements to the company’s corporate governance polices;
- Company – The company secretary should ensure that the company is compliant with relevant legislation and codes of conduct specific to the business activities of the company and provide the necessary information and data to the board, including the senior executives;
- Compliance – The company secretary is in charge of maintaining statutory registers, processing of share transfers and allotments, preparation and filing of the newly introduced Confirmation Statement to highlight the identity of the company ultimate ownership (when holding more than 25%);
- Shareholders – The company secretary is usually the primary point of contact for shareholders;