Job Descriptions for Management Committee Members- Company Secretary

The role of company secretary is a specific requirement of the Companies Act. Therefore any organisation which is a registered company (Limited by guarantee) must have a company secretary. This post has specific duties in relation to the status of the organisation as a company. The company Secretary is responsible for ensuring that the administrative responsibilities set out in company law are properly carried out. The company secretary has no powers unless they are explicitly delegated by the Directors (or committee members). He/she has no vote but is as liable as other company directors for breaches of the Companies Act.

Training on the specific duties of a company secretary can be obtained from the Directory of Social change or from the Institute of Chartered Secretaries and Administrators.

Job Description for Company Secretary

- To keep the company's Certificate of Incorporation and Memorandum and Articles of Association and copies of company forms which have been submitted to Companies House

- To keep an up to date list of contact names addresses and phone numbers of all key staff and all committee members

- To keep a correspondence file and copies of previous years annual accounts, reports, company and charitable returns and to ensure that details of the company held at Companies House are up to date

- To prepare agendas and papers for meetings and circulate these in good time

- To organise meetings e.g. booking rooms, providing refreshments

- To take minutes and keep an up to date minutes file

- To make returns to the Registrar of Companies as required (usually annually)

- To organise AGM's and EGMs and ensure that all meetings are conducted in line with the Memorandum and Articles of Association

- To submit audited accounts, balance sheet, auditors reports to the Registrar of Companies within 10 months of the end of the organisations financial year

- To notify the Registrar of Companies within 14 days of any changes in membership changes of address of members or changes of registered address of the organisation

- Ensure the certificate of incorporation is displayed

- To keep the company seal (if there is one)

- To ensure all stationery, including cheques, invoices and note paper shows the name, registered address and company (and charity) registration number


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