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- Frequently asked questions
Nominee Company Secretary
A Company Secretary is responsible for compliance with those provisions of the Companies Acts which require the company to keep registers and make its affairs open to the public.
A company secretary is also recognised by the courts as the chief administrative officer of the company. At the time of your Company Formation or at any time thereafter Businesslegal Secretaries Limited can be appointed as your company secretary if required. We operate in a purely administrative capacity.
Please note that a company secretary is no longer compulsory for a private limited company but the company secretary duties still have to be carried out. So we can assist by being appointed company secretary (and you can ask us to perform secretary duties if required for which we will charge from time to time). Alternatively we can be asked simply to carry out company secretary duties where we are not appointed as secretary, in which case we can quote for these as and when required.
Our annual fees for company secretary appointment are £95 plus vat of £19.00 giving a total of £114.00.
If you would like us to undertake specific company secretary services then we will quote you the likely fees either on an annual or task by task basis
If you would like to discuss the appointment of a company secretary then please feel free to contact us.
The usual duties of a Company Secretary include:
- Maintainance of the statutory registers. These are: the register of members; the register of directors and secretaries; the register of directors' interests; the register of charges; and for public companies only, the register of interests in shares.
- Filing of Statutory Forms. If you wish to change the situation of the company's registered office or notify changes that have occurred among directors or secretaries or their particulars you use forms AD01 and CH01, ch02, CH03 or CH04 as appropriate. Changes of directors' and secretaries' details must be notified within 14 days. These are just examples there are many other forms that need to be delivered to Companies House.
- Providing Members and Auditors with Notice of Meetings. You must give them 21 days written notice of an annual general meeting. You must give them 14 days written notice of a meeting, which is neither an annual general meeting nor a meeting to pass a special resolution. If you are the secretary of an unlimited company, the written notice required is 7 days. There are provisions with regard to the giving of shorter notice and also a private company can elect to dispense with the holding of Annual General Meetings.
- Filing at Companies House copies of resolutions and agreements. You must send copies of every resolution or agreement to which section 30 of the Companies Act 2006 applies, for example special and extraordinary resolutions, within 15 days of them being passed.
- Keeping of minutes of directors' meetings and general meetings. Members of the company and members of the public are entitled to a copy of the company's register of members, and members of the company are entitled to inspect the minutes of its general meetings and to have copies of these minutes.
- As the secretary is an officer of the company they may be criminally liable for defaults committed by the company. For example failure to file - in the time allowed - any change in the details of the company's directors and secretary, and the company's Annual Return.
- Failure to carry out some duties can result in the company being fined or even in the directors being prosecuted. We provide a company secretarial service to ensure that these important statutory requirements are fulfilled, leaving the day-to-day running of the company to the directors. You will be relieved of these administrative and compliance burdens, giving you more time to concentrate on the business of managing your company We will also be available to offer business advice throughout the year in our role as nominee company secretary. We ensure that all the company's statutory requirements are met, including the filing of the accounts and Annual Returns (subject to the receipt of all requisite documents). As your company secretary, we will (for an additional agreed fee) prepare other documents in respect of changes to the company structure as and when they occur. Such matters will include allotment of shares, transfer of shares, creation of different share classes, and appointments and resignations of officers.
The nominee secretary service is renewable every year. You will be contacted with a reminder regarding the filing of the Annual Return, and renewal of the service. If we are to provide an efficient service, you will need to keep us informed of any changes in contact details. If we are unable to contact you, we will be unable to act on your behalf. So please ensure we are fully informed of any changes.
If you would like to proceed with this service, or you have any queries, please contact us
