Company Secretary Duties: Can I DIY? Requirements & Considerations
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A successful company relies not only on astute leaders and decision-makers but also on the indispensable role of a company secretary in assisting and managing everything operational, no matter big or small. Every private limited company must have at least one company secretary1. Company secretaries play a crucial role in areas such as administration, regulatory, accounting, etc., and may assist in the implementation of good policies2.
What are the duties of a company secretary? Is self-managing the company secretary role feasible? The following article will provide some answers.
Who Can Serve as a Company Secretary?
The appointed company secretary should ordinarily reside in Hong Kong1. If you choose to hire a company secretary service, the corporate body should have its office in Hong Kong, or its business should be in Hong Kong1.
Can company owners or directors take over the role of the company secretary in the same company? For some companies that are still at the start-up stage, their owners or board members may choose to act as the company secretary so to cope with the rapid pace of development and to make effective use of human resources. The prerequisite is if there is more than one director in the company; for companies that have only one director, the sole director cannot act as the company secretary of the same company1.
What Are the Duties of a Company Secretary?
In simple terms, a company secretary serves as the bridge between different departments within a company and is primarily responsible for coordinating work and ensuring directors/board members establish clear communication and comply with the board's policies and protocol2. A company secretary is responsible for offering advice to the board, through the Chairman and/or the Chief Executive Officer, on governance matters2. For example, the day-to-day duties of a company secretary include assisting the Chairman in setting agendas, preparing documents, submitting documents to the board and its committees, offering advice to the board on the decision-making processes, and ensuring the board complies with the relevant procedures, resulting in a smooth operation of the board and its committees3.
Considerations When Hiring a Company Secretary
As an SME, if you are facing the following situations, it may be time to consider making a change in your company secretary’s operation format. For instance, are you overwhelmed by the regular statutory requirements updates and various applications? Do you have time to keep up with policy changes? Have you made any mistakes in documents that were submitted to the government or banks?
Besides the above-mentioned daily duties, a company secretary’s skill set extends to corporate law, accounting and finance, governance, strategy, tax and corporate secretarial practice4. According to the Hong Kong Chartered Governance Institute’s guidelines, a company secretary is advised to be competent in managing the following areas of work3:
- Keep under close review all legislative, regulatory and corporate governance developments that might affect the company’s operations;
- Keep abreast of sustainability issues, and environmental, social and governance (“ESB”) reporting developments;
- Take a lead role in managing any difficult inter-personal issues on the board;
- Possess experience and knowledge of the practical aspects of management including law, tax and business finance;
- Comply with all statutory filing requirements and disclosure regulations.
Does The Company Secretary Need To Open a Business Bank Account for The Company?
Whether you choose to handle the company secretary duties yourself or appoint a professional company secretary, DBS SME Banking can help you open an online business account with ease and manage your assets. Click here to open an account now!
Article Published on 18 October, 2023
1Source: Company Registry - FAQ #7 (https://www.dbs.com.hk/sme/disclaimer.page?url=https://www.cr.gov.hk/en/faq/local-company/directors-secretary.htm)
2Source: The Hong Kong Chartered Governance Institute - The Essential Company Secretary P.7 (https://www.dbs.com.hk/sme/disclaimer.page?url=https://www.hkcgi.org.hk/media/publication/attachment/PUBLICATION_A_2357_The%20Essential%20Company%20Secretary.pdf)
3Source: The Hong Kong Chartered Governance Institute - The Essential Company Secretary P.8 (https://www.dbs.com.hk/sme/disclaimer.page?url=https://www.hkcgi.org.hk/media/publication/attachment/PUBLICATION_A_2357_The%20Essential%20Company%20Secretary.pdf)
4Source: The Hong Kong Chartered Governance Institute FAQs: What is a Chartered Secretary (https://login.hkcgi.org.hk/file2.php?content=page&id=45&filename=student-2019-web_d.pdf)
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