Friday, 24 January 2020

Roles of a Company Secretary

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The roles of a company secretary are wide and cover a lot of areas. Usually, the name of the company secretary is indicated on legal documents of the company and he has the duty to make sure that the company and its directors perform their duties adequately. The Company Secretary also has to make sure that the laws governing the company are obeyed. It is also the responsibility of the company secretary to relate with shareholders and stakeholders of the company effectively.

It should be noted that the company secretary is acting on behalf of the company and he must make sure that his duties are properly carried out within the time provided by the law. He has the authority to sign documents on behalf of the company. If he acts carelessly, this could affect him and the company. It is therefore advisable to choose the right person with the right qualification as the company secretary.

A company secretary has the duty to ensure that the company obeys the rules and laws governing companies in Nigeria. He acts as a point of communication between the board of directors and the shareholders, and he reports the activities in the company and any changes in the law within the stated time.

The company secretary is expected to know the laws governing the nature of his company’s business. For example, the company secretary of a bank is expected to be familiar with the laws governing banks and the provisions of the Central Bank of Nigeria. Likewise the company secretary of an insurance company should be familiar with the laws governing insurance companies.

This means the roles of company secretaries are usually different, depending on the nature and business of each company. However, the main purpose of the company secretary is to make sure the company obeys the relevant laws and regulations.

As a result of the importance of this position, a company secretary has different duties and responsibilities towards the company. Some of these duties include:


Attending various meetings of the company and taking minutes of meetings.

Providing necessary information to the directors and the company.

Making sure that the company complies with the relevant laws with respect to its registration and business.

Keeping the registers and records of the company.

Keeping the company seal.

Giving notices of meetings and making announcements where necessary.

Organizing and preparing programs and agendas for meetings.

Giving advice where necessary.

Checking for changes in the relevant laws and ensuring the company takes the necessary steps to comply with whatever changes

Communicating with outsiders, such as auditors.

The company secretary also has a responsibility to the board of directors and shareholders of the company. He is expected to provide support to the chairman and other directors and make necessary documents available so that they can carry out their jobs effectively. He should also provide professional advice and adequate information to the board. He is the link between the board of directors and the shareholders.

The company secretary is expected to be independent and to act in a confidential manner and in the best interest of the company. He should perform his duties without fear or loyalty to anyone. His loyalty should be to the company. He should be skillful, well educated, have the relevant experience, good ethics and integrity so that he can always act in the best interest of the company.


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