By reviewing statutes and corporate by-laws, from which the powers and duties of the Company Secretary are derived, one could conclude that the Company Secretary is expected to be a sort of combination of advisor and custodian. Company Secretaries are the primary source of advice on the conduct of business and this can span everything from legal advice on conflicts of interest, through accounting advice on financial reports, to the development of strategy and corporate planning.

 

The Company Secretary ensures that an organization complies with relevant legislation and regulation, rules, guidelines etc, and keeps board members informed of their legal responsibilities. Company Secretaries are the company’s named representative on legal documents, and it is their responsibility to ensure that the company and its directors operate within the law. It is also their responsibility inter alia to register and communicate with shareholders, to ensure that dividends are paid and to maintain company records, such as lists of directors and shareholders, and annual accounts.