Company secretaries – what do they do?

 

The Companies Act 2006 is the main piece of legislation governing companies in the UK. There are some requirements under the Act for certain ‘officers’ to be appointed in the running of the company.

These officers have certain responsibilities under the legislative framework governing companies in the UK.

A company secretary is one of these company officers. Whilst the name may imply a subservient position, a company secretary is in fact a highly important role. In fact, a company secretary may also be a director of the business, but need not necessarily have both roles.

Role and responsibilities

A company secretary is essentially the chief administrative officer of the company, with responsibility for important administrative aspects of the business itself.

Companies are subjected to substantial administrative and reporting requirements under the UK law, and consequently the company secretary’s obligations in this respect are significant and wide-ranging.

The precise role and functions of a company secretary varies depending on the particular company. In particular, these duties vary depending on the type and size of the particular company.

Usually, it is the company secretary’s employment contract that sets out these duties, but they may be included in other formal documentation. Typical duties include:

  • Maintaining official records
  • Ensuring statutory registers are up to date and accurate
  • Recording resolutions and agreements made by the company
  • Giving notice of meetings of the board and shareholders
  • Acting as signatory for the company and guarding the company seal

In a small business, the company secretary may well be one of the business owners. However, as a business grows, the responsibilities may become more onerous, particularly if more than one company is involved.

It may become necessary to appoint a professional company secretary to ensure that the legal obligations are met. Commercial solicitors can advise on what is required of individual businesses and advice should always be sought before making an appointment.

You can learn more about forming a company here.

If you would like to obtain legal advice on the role of company secretaries, Contact Law can put you in touch with a local specialist company law solicitor free of charge. So, if you have any questions or would like our help in finding local company law solicitors please call us on 0800 1777 162 or complete the web-form above.

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