A good company secretary is vital for a growing business. And some businesses may need help getting it right.
The role of the company secretary has a long history in UK business and remains an important part of how to run a UK company properly, and in compliance with the relevant laws. Indeed, they are considered an officer of the company, as defined by the Companies Act 2006.
“The importance of the role is especially true of non-UK companies who are doing business here but who might not have a presence in the country,” says Wendy Trincas, Head of Client Engagement at Paul Beare Ltd.
For those companies one of the most cost effective and efficient options is to engage someone to act as company secretary on their behalf. Doing this can save a lot of time, money and effort when it comes to ensuring your business is run correctly and efficiently.
For that reason, it’s worth explaining what the company secretary actually does, and why it’s important to ensure these functions are carried out properly. “In short, the core duty of the company secretary is to act upon the director’s instructions and liaise with the various UK compliance such as HMRC,” says Wendy. “And while the company secretary is an officer of the company, they are not legally responsible or liable – that duty remains with the Directors.”
So essentially, the CoSec’s function is to carry out the Directors’ wishes, liase with the various compliance departments (like HMRC) and ensure everything is done correctly and on time. “In practice that means they have the authority to do a lot of the admin work needed to keep the company compliant.”
The list of tasks undertaken by a Company Secretary is a long one – and may vary according to the company’s needs – but these are some of the core areas where the CoSec service comes into its own.
Filing confirmation statements and other company returns
Completion and filing of the confirmation statement, and other statutory returns including the annual accounts, directors’ report and auditors’ report where applicable. This is a really important job that needs to be done in the right way, at the right time.
Maintaining the statutory books and registers
Looking after the company’s statutory records is a time-consuming task but it needs to be done correctly, and on time, so it may be that Directors need to outsource this to a third party. That means the company’s officers have a legal duty to keep the statutory registers up to date. Failure to do so may lead to your business getting struck off the company’s register. “That is not something you want to see happening, given the legal and reputation damage that can ensue,” says Wendy.
The maintenance of the company registers is another important aspect of the CoSec service that we offer. As CoSec we keep on file the company’s register that outlines the guarantors of the company, as well as people of significant control “So we hold records and by doing so, we ensure that the companies are compliant with all the tasks that are time sensitive,” says Wendy. “We can update this as and when, and at an additional cost we can manage this process for our clients.”
Advising Companies House of changes to company details
Companies House must be advised of material changes. This includes changes to the company’s share capital, officer appointments and resignations, alteration of director or company addresses, or modifications made to the articles of association.
This list isn’t exhaustive, but it gives a sense of the type and scale of tasks the CoSec is expected to complete for a UK business. Given the size and importance of the job, CoSec may be a role that some companies – particularly those operating in the UK for first time – may struggle to fill, either through lack of knowledge or resources.
Paul Beare’s CoSec services can also be extended into areas of added value: “For instance, we can arrange for the directors’ resolutions and board minutes to be produced,” says Wendy.
“If the client wants to engage us for additional services we can carry out these tasks as part of our CoSec expertise, which can saves the clients a lot of time – time they should be spending on doing what they’re best at – growing their business.”
If you’re trying to deal with HMRC or other business authorities – even as a UK based company, it can be really tough and confusing,” says Wendy. That’s why having a company officer in place in the UK can make it easier for you, and allow you to concentrate on growing your business.
At Paul Beare Ltd we offer a range of company secretary services to suit the needs of your business, wherever you are in the growth cycle. So, if you’re starting up a business and need the help of a qualified accountant then at Paul Beare we can cover off all you need. You can contact us for help from tax and payroll to accounting and banking.