In common-law corporate settings, in addition to shareholders and directors, there is a position called Company Secretary. Although the Company Secretary is not directly involved in management decisions, it is a core position that oversees back office operations in company management.
The general duties of a company secretary are:
- Convening, holding, and proceeding with the Board of Directors (Board of Directors) or the General Meeting of Shareholders (Council)
- Preparation and management of minutes and approval documents
- Contact work with external experts regarding the creation and submission of registries
- Accounting book preparation Contact work with accounting auditors, preparation and submission of tax documents Contact work with tax accountant
- Creating a company manual
- Compliance support (including anti-maneron and identity verification work)
- Management of various legal documents
- Providing meeting arrangements and interpreting services to management as needed
- Other operations required by management in company management ・
The advantage is that the company secretary can supervises the clerical work, shareholders and directors can focus on essential part of the company management. In fact, appointing a company secretary may be statutory requirement in some jurisdictions. Due to the complexity that it requires, Company Secretaries tend to be lawyers and accounting professionals.