Every limited company requires a secretary. The secretary is the chief administrator for the company. The Secretary normally takes charge of ensuring that any documents which need to be sent to Companies House are sent on time. Making sure that all company secretarial duties are performed correctly will keep you out of trouble with Companies House and other related parties.
Duties of the Company Secretary
The company secretary undertakes the following duties:
(a) Maintaining the statutory registers such as the registers of members, directors and secretaries, directors' interests, the register of charges etc.;
(b) Ensuring that statutory forms are filed promptly with Companies House;
(c) Providing members and auditors with notice of meetings;
(d) Sending the Companies House copies of resolutions and agreements;
(e) Supplying a copy of the accounts to every member of the company, every debenture holder and every person who is entitled to receive notice of general meetings;
(f) Keeping, or arranging for the keeping, of minutes of directors' meetings and general meetings;
(g) Ensuring that people entitled to do so, can inspect company records, for example, members of the company;
(h) Custody and use of the company seal. Companies no longer need to have a company seal but if they do, the secretary is usually responsible for its custody and use;
Skilled Nominee Secretaries are often appointed in order to fulfil this role in a professional capacity. To save your valuable time we can provide you with the services of Company Secretary and make sure you are complying with the Companies Act. The professional Company Secretary can carry out your company secretarial duties for you and does not have to have any involvement in the day to day operation of the business.
Our services of Company Secretary include:
- Preparation and filing of statutory returns
- Preparation of all documentation related to minutes and resolutions (charged separately)
- Maintenance of statutory books
- General advice on company law
The Company Secretary Service will need to be renewed after one year. You will be contacted regarding confirmation of details regarding filing of the annual return and renewal of the service. If we are to provide an efficient service, you will need to keep us informed of any changes in contact details. If we are unable to contact you, we will be unable to file the annual return, nor continue to act on your behalf.
Filing with Companies House and Inland Revenue
All companies - private or public, large or small, trading or non-trading - must send their annual return to Companies House every year. If you file the annual return late, or not at all, the company and its director(s) and secretary can be prosecuted. You will find all the relevant information on the Companies House website.
In addition any amendments to a company's memorandum and articles require a regular or special resolution that is to be filed with Companies House. This includes any raise in the authorised share capital of a limited Company and any changes to the rights of shareholders, as well as a multitude of other changes that may occur or be relevant to any given situation.
When we act on your behalf we keep the statutory records of your Company, which ensures that the Company meets its legal requirements. We can help you with any queries regarding the changes you require, and draft all the paperwork necessary to be filed at Companies House. We also flag statutory accounting dates to ensure fines are not incurred.
363 form filling
Every company must deliver an annual return (Forms 363a or 363s) to Companies House within 28 days of its date of incorporation. An annual return is a snapshot of general information about a company's directors, secretary, registered office address, shareholders and share capital.
Completion of Tax Form CT41G
Once a new Company is incorporated Inland Revenue creates a computer record and sends a form CT41G to your company address. The form needs to be completed and sent back. IR uses the information from the form to complete the computer record. We take care of the completion of CT41G for every new company incorporated by us.
Change of Registered Office Address
If a company changes its registered office address after incorporation, the new address must be filed at Companies House. We here at Omega Group can do all the preparations and filing for you. This procedure can take up to 2 working days.
Appointment/Resignation of Director or Secretary
If a company changes its Director or Secretary after incorporation, the Companies House must be notified about the change. We can do all the preparation and filing for you. This procedure can take up to 2 working days.
Change of name for LTD companies
It is possible to change your company name any time after incorporation (subject to availability and approval of the chosen name). A company name change must be approved by the Directors and will be confirmed by a Change of Name Resolution.
Change of name for LLP companies
It is possible to change your company name any time after incorporation (subject to availability and approval of the chosen name). A company name change must be approved by the Members and will be confirmed by a Change of Name Resolution.
Change of Accounting Reference Date
The accounting reference date is the date to which accounts will be drawn up each year? the company's financial year end. The ARD for a new company automatically becomes the end of the month in which the anniversary of the incorporation date of the company lies. This date can be changed after incorporation or at any time later.
Certificate of Good Standing issued by Secretary Company
This document is issued by company's Secretary and attests that the persons listed are actually directors/secretaries of the company. The Certificate of Good Standing issued by Secretary Company is often requested by local authorities when a foreign legal entity is forming a subsidiary as well as by banks and brokerages when opening an account with them.
Certified copy of Certificate of Incorporation
Printed copy of Certificate of Incorporation certified as a true copy by Secretary Company.