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Directors, Company Secretaries and Persons of Significant Control

What is a company secretary?

Company secretaries are responsible to the directors and are usually responsible for filling in the paperwork associated with confirmation statements.

There is no longer a legal requirement to appoint a company secretary, however companies with only one director will often require a second signature on legal documentation (for example when you open a bank account). If you do not appoint a company secretary this documentation will need to be signed by an appointed witness and many companies are still opting to appoint a company secretary.

Company secretaries usually perform the duty of maintaining the company statutory registers. This includes:

  • the register of members
  • the register of company directors and secretaries
  • the register of directors’ interests
  • the register of charges
  • issuing share certificates
  • recording the transfer of share ownership

Company secretaries may also have to construct a statement of the company’s affairs if an administrative receiver or professional liquidator is appointed, or if a winding-up order is made.

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