The role of the company secretary

Are you fulfilling your statutory obligations?

Company secretaries and assistant secretaries of medium and smaller companies registered under the Companies Act, plus finance directors, chief accountants and administrators including:

• anyone not trained as a company secretary who takes on the company secretary role
• accountants and their staff in practice who provide company secretarial services
• experienced company secretaries who require an update.

The course will also be of value to those from public sector organisations who need an awareness of current companies legislation.

'I now understand the content and liabilities of the role.'
Sarah Martin, ACMA, CGMA, financial controller, H&S Aviation Ltd

'It's practically based, so it should be easy to apply it in the work place. Excellent course materials with Companies' House forms for reference.'
Vanessa Morris, FCCA, finance manager, BASF plc

'Provided me with valuable information with regards to the role of the company secretary and with sufficient information to build upon over the next year.'
Neil Cowburn, assistant company secretary, Arla Foods Plc

• Practical up-to-date knowledge of current companies legislation and the major changes introduced by the 2006 Companies Act.
• A more acute awareness of actions company secretaries are required to take under the Act, and how.

The importance of complying with the Companies Acts 1985 and 1989 was strengthened by the Company Directors of Disqualification Act 1986 and the Insolvency Act 1986, plus the major changes introduced by the 2006 Companies Act. This and government determination to ensure compliance from all companies, whatever their size, has increased the responsibility of the company secretary. Each year, more directors and their companies are being fined for non-compliance and an increasing number of directors are being disqualified - making compliance crucial.

Andrew Hamer LLB, ACIS, a partner of The Mentor Partnership, writes and lectures widely on company secretarial and legal issues. He is assistant editor of the ICSA information service, Company Secretarial Practice, and editor of the ICSA's Company Secretary Newsletter. He is the author of The ICSA Meetings and Minutes Handbook and The ICSA Guide to Document Retention.

09.00 Registration and coffee

09.30 Session 1

• The legislation
• The role of the company secretary today
• Limitation of indemnity. Current legislation including the Companies Act 1989
• Company powers. Membership of companies
• The memorandum and articles
• Alteration of the memorandum and articles. Overseas companies.

10.45 Coffee

11.00 Session 2

• Company forms.
• Maintenance of statutory books and records.
• Rights of inspection.
• The seal.
• Headed stationery.
• Directors’ contracts of employment.

12.30 Lunch

2.00 Session 3

• Filing of accounts, accounting exemptions
• Accounts requirements. Dormant companies. Audit exemption
• Annual return
• Allotment of shares. Pre-emption rights. Payment for share capital. Share issues.

3.15 Tea

3.30 Session 4

• Conduct of meetings
• Secretary’s duties at meetings
• Directors’ responsibilities and duties
• Directors’ remuneration and interest in contracts. Property transactions
• Loans to directors
• Insider dealing
• Directors and the Insolvency Act.

4.45 Close of seminar

This practical seminar will provide you with a thorough and up-to-date understanding of the duties and responsibilities of a company secretary. A practical approach will be provided on important aspects of the Memorandum and Articles, maintenance of statutory registers, the various filing requirements, company meetings and the essential duties and responsibilities of directors.

The speaker will also highlight the main aspects of company legislation with which the company secretary must be concerned, taking full account of recent developments including implementation of the Companies Act 2006.

6 CPD hours (where applicable)

Find out more
If you have any queries please email or phone us on +44 (0)845 026 4722.

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