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Why do I need a company secretary?

Written by

@nonofojoel

The question, “why do I need a company secretary?” is probably the most asked when it comes to company registration. In this article, I want to highlight the typical duties of a company secretary. I must admit the first time I heard about company secretary appointment I thought of a receptionist. No, that is not the same thing.

In short, a company secretary ensures that the company fully complies with the provisions of the Companies Act. 

The work of a company secretary

  1. A company secretary guides and helps on all post incorporation notices. A company secretary guides and helps you on all post incorporation notices, annual returns and any changes to company regulations. They are responsible to the board of directors. Secretaries issue all notices of meetings and respond to all inquiries in relation to notices of meetings.
  2. They keep key records up to date.Maintain an adequate system of record keeping for your business. They keep things up to date and maintain a register of shareholders, directors and related changes. They also ensure together with the directors, that the company keeps accounting records. That is, a company secretary is obliged to submit changes of name, alterations of the constitution, ensure submission of notices, ensure compliance to annual returns; complete transfers of shares, issue share certificate and keep the share register.
  3. Secretaries file on your behalf. Due to the periodic training with CIPA and accredited bodies secretaries are recognized as practitioners for key company activities. These activities include bank opening, validation of addresses, filing for structural changes, etc.

Real examples of Company secretary role

Say you would like to add a new shareholder to your company. The process will include a transfer of shares from one shareholder to another, and the records kept by the secretary in the form of a share registry will be required in your submissions. Where the secretary makes this application and submission for you, records continue being kept with what has changed being highlighted through the registry.

A quick recap

Keep in mind a company secretary will assist you in understanding and being compliant with the companies Act of Botswana and this is the way they will ensure this.

  • They are responsible to the board of the company for preparation of all post incorporation notices including annual returns and changes.
  • They are also responsible to the board of the company for issuing all notices of meetings and respond to all enquirers in relation to notices of meetings.
  • They maintain a register of shareholders, directors and secretaries.
  • They ensure together with the directors, that the company keeps accounting records.
  • They maintain an adequate system of record keeping.

In Conclusion

A company secretary performs an important role in your business; make sure to keep them engaged with your plans for your company. A good company secretary keeps you up to date with the changes in compliance requirements by the companies act and the Companies and Intellectual Property Authority.

Do you want a company secretary?

Do you need a company secretary and other secretarial services? We provide secretarial solutions to help your business grow and succeed. Contact us below.