Product details

Company secretaries have high level responsibilities including advising on governance structures and mechanisms, corporate conduct within a company''s regulatory environment, board, shareholders and committee meetings, compliance with legal, regulatory and listing requirements, the training and induction of non-executives, contact with regulatory and external bodies, reports and circulars to shareholders / trustees, involvement in issues of employee benefits such as pensions and employee share ownership schemes. This note seeks to examine the duties of the company secretary, his / her overall responsibilities, and the fit of the role within senior management. The author is of the view that the company secretary is the executive to assist directors in providing information on the practices of other companies, and helping the board to tailor corporate governance principles and practices to fit the board''s needs and expectations of investors. In some jurisdictions, the role of the company secretary is now more of a corporate governance adviser, with the title chief governance officer added to the existing title. The company secretary''s duties include maintaining official company minutes books, statutory registers and preparing and lodging any necessary returns required by the Corporate Affairs Commission, such as changes to directors and filing of annual returns and accounts. The company secretary is also charged with the responsibility of ensuring that the corporate documentation of the company is in order, that the requisite returns are made to the Corporate Affairs Commission, and that the company''s registers are properly maintained. He / she is answerable to the board of directors, and is often called upon to keep the directors advised of changes in company law and regulations affecting the running of the company.