COMP
NO SECRET
ANIES ACT
ARY NEEDED
SAYS
It will no longer be compulsory for private Will the company be required to amend
companies to have a company secretary, the Articles? It will be required to amend the
making it possible for them to have a sole Articles if there is a specific reference to it
director only. Companies incorporated before having a secretary. However if the Articles
6 April 2008 can now resign a secretary if only refer to the secretary’s duties there is no
they choose. need to make an amendment.
The company secretary becomes optional for
private companies but will remain mandatory
When the company amends the
for public companies.
Articles what documentation must be
submitted to Companies House? The
company must submit a written or special
When do the company secretary
changes come into force? On 6th April the
resolution together with an updated version
provision for private companies to choose
of the Articles.
whether they wish to have a company
secretary came into force.
Can a company have a sole director
and no secretary? Yes.
Do I still need a company secretary
after 6th April 2008? A private company will
have the option whether or not to maintain
Must the secretary be a single person
their company secretary.
or can they be a corporate body? The new
provisions being introduced in October 2008
relating to natural directors do not apply to
secretaries. Secretaries can still be corporate.
If the company decides it no longer
needs a company secretary what is the
process? In this case, the company will need
to inform Companies House via WebFiling or
When do the remaining provisions
on the 288b form.
relating to secretaries come into force?
These come into force on 1st October 2009.
From that date an individual secretary will
need to file a service address for the public
record, and corporate secretaries will be
required to give details of where they are
registered and the registered company
number, if applicable.
Find out more at Companies House:
www.companieshouse.gov.uk/companiesAct/implementations/apr2008.shtml
Discover more about forming
a company at:
www.companieshouse.gov.uk/about/guidance.shtml
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