Corporate Company Secretary Appointment

Situations often arise where clients wish to appoint an independent third party as their company secretary. The reasons for this vary but the following are typical examples:

• Appointment of a professional organisation in the role of company secretary can ensure that the company has access to accurate and up to date information concerning matters of company law.


• An independent company secretary can provide advice and support for the directors and leave them free to concentrate on operating the business side of the company.


• Appearance to potential suppliers or customers and the public in general. "One man" companies can benefit from the service where the director does not wish to involve family members or friends.

As a rule, the corporate secretary does not have any involvement in the day to day operation of the business and does not become a signatory to any bank accounts. We urge clients who use this facility to also consider our Annual Compliance Service which ensures that the greatest benefits can be derived from both facilities. When both facilities are utilised there are often matters which can be concluded without the need to make regular referrals to the directors, and this consequently allows us to provide a more comprehensive and time-saving service.

Our annual fee for the appointment of a Corporate Company Secretary is only £85.00 plus VAT per annum.

Money Laundering Regulations

Click here for advice regarding Money Laundering Regulations and how it effects this service.

The Companies Act 2006
New Provisions Introduced From 6 April 2008

The Companies Act 2006 is being steadily implemented in sections throughout 2007, 2008 and 2009. From 6 April 2008, private companies are no longer obliged to have a Company Secretary. This will allow companies to operate with just one Director if they wish.

Any company may still choose to appoint a company secretary who will then maintain the current function with no change to the duties and authority that apply under current rules.

It is important to note that the duties and responsibilities currently placed on the Company Secretary will still be applicable after this date, and must be carried out correctly by the Directors if no Company Secretary is appointed. It remains to be seen how suppliers, credit institutions and especially banks will respond to this, particularly in respect of new Money Laundering Regulations introduced in December 2007. The banks in particular have well established practices of obtaining two signatures from limited companies when opening a bank account, and under present rules will always require the signature of the Company Secretary on account opening documentation. We are particularly concerned that the absence of a Company Secretary may lead to confusion and delays in opening bank accounts for new companies, as it is possible that banks may not amend their procedures or documentation, and new instructions to personnel in the branches may not be issued in time to meet the introduction of this new legislation. Discussions we have held so far with various leading banks have indicated this may be the case. We will be watching this carefully and listening to feedback from clients, but in the meantime, it may be prudent to appoint a company secretary especially if it is crucial to open banking facilities quickly.

Nevertheless, there is still a strong argument in support of the retention of the services of a professional Company Secretary particularly in view of the many impending changes that will be introduced during 2008 and 2009 as the new Companies Act is enforced, and it is important not to degrade the status of the company.

If in any doubt, please feel free to contact us directly to discuss your concerns in more detail.