What is a Company Secretary?

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.

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