The vital role of company secretaries in compliance, regulation, and governance
Your company has a lot of requirements and mandates that need to be met in order to succeed and grow within South Africa. Administrative burdens can often seem like a never-ending task of compliance and regulation.
And that’s where a company secretary steps in. At Thryv Accountants, we’ve made it our mission to tailor our services to support businesses and corporations within South Africa. But firstly, what is a company secretary, and does your business need one?
What does a company secretary do?
A company secretary does much more than only handle legal affairs. They oversee the legal choices relevant to your company’s/corporation’s management and business. Company secretaries have a strong administration duty inside your organisation, maintaining compliance, and ensuring that all board of directors decisions are fully implemented.
Company secretaries are an important source of counsel for your business, which can range from legal guidance to accounting advice on financial reporting to the formulation of strategies and corporate planning.
Company secretaries are in charge of a company’s administration and compliance. Despite the title, the position is not clerical or secretarial in the traditional sense. Every successful, well-managed business requires a governance specialist who can develop a culture of solid governance and serve as a trusted consultant on critical problems.
Simply put, a company secretary serves as a counsellor to the board of directors, assisting them in making firm and legally right administrative choices.
What is the role of a company secretary in South Africa?
The role of a company secretary is to assist business directors in how to direct, manage, and govern their enterprises. This is sometimes referred to as corporate governance, and it entails ensuring that the corporation meets legal and regulatory standards such as submitting accounts, having shareholder meetings, and keeping company data safe.
Company secretaries are not the same as general secretaries or administrative personnel. While private firms are not required by law to appoint a company secretary, many do because they appreciate the value of having someone accountable for ensuring the company meets legal requirements.
It involves creating extensive contact with stakeholders to guarantee that the firm pays dividends and maintains documentation such as director lists, yearly accounts, and shareholder lists.
Some of the important roles and functions of a company secretary include the following:
do you need a company secretary?
Who needs a company secretary?
If your business is a public corporation or a state-owned enterprise, you will need to appoint a company secretary. If your business is any other form, such as a Private business – you may, but are not required, to hire a company secretary.
In South Africa, according to the Companies Act 71 of 2008, all companies that are public and state-owned are legally obliged to have a company secretary. Thus, it is critical to ensure you have the right person working for your company to meet regulatory mandates.
While a private business is not required to have a company secretary, it must nonetheless follow certain rules outlined in the Companies Act. For example, if you have investors in your company and they need to understand how corporate choices are made and whether these decisions have the consent of all shareholders, the company secretary is responsible for those kinds of documents.
As can be seen, the function of a company secretary is critical in the ever-changing financial regulation landscape. At Thryv Accountants, we cover everything your business needs, which includes the complicated world of company secretaries and what your business needs to succeed.
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The benefits and advantages of hiring Thryv Accountants as company secretary
Some of the benefits of outsourcing a company secretary at Thryv Accountants include the following:
- They support the nominating committee and verify that all company procedures are followed correctly.
- The company secretary assists in the correct induction, orientation, continuous training, and education of directors, including analysing directors’ and executive management’s unique training needs in their fiduciary and other governance obligations.
- Ensuring the appropriate compilation and timely distribution of board papers, as well as aiding the chairman of the board and committees in the development of annual work plans.
- Providing instruction to the company’s directors, both individually and as a group, on their roles, responsibilities, and powers.
- Certifying the firm’s annual financial statements if the company has submitted required returns and notices under the Act, and whether all such returns and notices are accurate, correct, and up to date.
- Ensuring that, in compliance with the Act, a copy of the company’s annual financial statements is delivered to each individual who is required to have one.
- Implementing processes or systems to help with organisational management or regulatory compliance of your company.
- Reporting to the company’s board of any failure on the part of the company or a director, to comply with the rules of the organisation or the Companies Act.
- The company secretary ensures that minutes of all shareholders’ meetings, board meetings, and the meetings of any committees of the directors are properly recorded in accordance with the Act.
- Communication with the chairman and is available to provide comprehensive practical support and guidance to the directors.
- The company secretary is responsible for obtaining appropriate replies and comments to particular agenda items and issues raised during previous board and board committee meetings.
- Bringing any issues or non-compliance to the board’s notice.
- The company secretary supports the board in evaluating the board members, its directors, and senior management every year.
- Making the board aware of any legislation that is relevant to or affects the firm.
Company secretarial services at Thryv Accountants
Our goal is to help businesses with all financial and administrative tasks to keep them compliant with all laws and Acts.
Our secretarial services range from annual business maintenance, administration, record-keeping, company registrations, maintaining share registers and certificates, recording director changes, BEE compliance, and much more are all part of our services.
For a more detailed account of the company secretarial services we offer, you can reach out to us to discuss a more tailored approach to getting your business compliant and ready to succeed.