Company Secretarial

As a private limited company you are required under the Companies Act to perform a range of duties and statutory requirements.

Following the introduction of the rules in the new Companies Act, private limited companies don’t have to employ a Company Secretary to perform these duties and can instead appoint a director, or another person within, or close to, the business, who has been authorised by the directors to perform the duties. A plc is books librarystill required to employ a company secretary.

If you are private limited company and we are not your auditors, Martin Aitken & Co can become your Company Secretary, acting as your Registered Office, and we will manage and attend to all of your company administration matters on your behalf.

Don't get caught out

if you are in any doubt or unsure if you are complying with the Companies Act, we will perform a compliance healthcheck audit on your company for you.

We will then provide you with a traffic light report which highlights each aspect covered by the audit in the following format:

  • GREEN – you are fully complying with the requirements.
  • AMBER – you are partially complying and some improvements should be considered.
  • RED – you are at risk of breaching the Companies Act and corrective actions are urgently required.

 

What duties does a Company Secretary normally perform?

  • A company secretary is a senior administrator who takes responsibility for the ensuring that the company is presented in good order at Companies House – maintaining statutory registers and records e.g. articles of association, shareholdings, accounting dates, tax compliance.
  • Preparation and filing of statutory returns to Companies House e.g. annual accounts, tax returns for display on public record, including issuing reminders when annual returns are due to the relevant individuals in the business and liaising with your auditors and legal advisers as appropriate.
  • Dealing with all formal company correspondence.
  • Company formations, company searches and advising directors on their responsibilities.pencil calculator
  • Drafting relevant sections of the company’s annual report, if appropriate.
  • Attending AGMs, board meetings, providing advice (accounting, governance and legal) and taking minutes (or reviewing your draft).
  • Providing company law advice and how it applies to your business in terms of corporate governance, boards and sub-committees, company secretarial best practice and general private limited companies processes and procedures.
  • Conducting business performance reviews, departmental reviews and internal audits.
  • Setting up new shareholding plans and preparing documentation to effect share transfers e.g. increasing, converting, sub-dividing or consolidating share capital.
  • Directors’ responsibilities: training and refresher guidance sessions.
  • Assisting with any re-organisation or company restructuring.
  • Changing company name(s).
  • Performing a compliance health-check audit.

Are there any additional duties that may be required from time to time?

  • Providing company law advice and how it applies to your business in terms of corporate governance, boards and sub-committees, company secretarial best practice and general private limited companies processes and procedures.
  • Conducting business performance reviews, departmental reviews and internal audits.
  • Setting up new shareholding plans and preparing documentation to effect share transfers e.g. increasing, converting, sub-dividing or consolidating share capital.
  • Directors’ responsibilities: training and refresher guidance sessions.
  • Assisting with any re-organisation or company restructuring.
  • Changing company name(s).
  • Performing a compliance health-check audit.

We provide a fully integrated Company Secretarial service using a bespoke software tool which will enable you to ensure that all statutory duties, responsibilities and processes are fully compliant.