The Two Ways To Appoint A Company Secretary After Formation In The UK

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When you first start a limited company, often managing it all on your own seems the best option. But as your business grows, this might change.

You might reach a point where you want to focus on the things that will further grow your business rather than the administrative tasks of running a business.

Appointing a corporate secretary could be the solution. While you have the option to name one during the formation process, you can also do it at any point after you formed your company.

So let’s find out how to appoint a company secretary after your limited company has already been incorporated.

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Make The Appointment Directly With Companies House

You have two options: you can do it directly with Companies House or use a company formation agency. We’ll look at both options separately and start with the direct route.

1. Check That They Are Eligible

While most people will be able to fulfil the role, there are some restrictions you should be aware of. First of all, only someone of the age 16 or older can be appointed as a company secretary.

A person that has been declared bankrupt, and whose bankruptcy hasn’t been discharged yet or cancelled, can’t be appointed to the post. Basically, this means they are still in the middle of the bankruptcy processes.

As a result, they’re under certain restrictions, including being disqualified to serve as a corporate secretary for a limited company. Unless they have a court order allowing them to be appointed, you will have to find someone else.

A disqualified director is also ineligible to fulfil the roll. If a company director is deemed not to have met their legal responsibilities, they can be banned from being a director and being involved in running private companies.

This ban can be applied to by various authorities, including the Insolvency Service, Companies House, the Competition and Markets Authority (CMA) and the courts.

Because the company secretary is an officer and part of the management team, they are involved in running the company. Therefore, a disqualified director won’t be able to be appointed.

Finally, you can’t appoint your company auditor for the role. That’s because it would create a conflict of interest. An auditor has to be fully independent of the company they audit to ensure they can carry out their responsibilities impartially.

Even if your audit company offers secretarial services, you won’t be able to use them, as the restrictions also exclude any employee of the auditor.

Once you are sure that your chosen appointee is eligible to hold the post, you can move on to the next step.

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2. Make Sure You Have All The Required Information

When you appoint a corporate secretary, you have to provide certain details to Companies House:

  • Title and full name of the person you appoint – this includes any former names, such as married names and maiden names if they have used them for business purposes in the past 20 years.
  • Date of birth and home address – as long as you also provide a service address, the residential address won’t be made public.
  • Their service address – this address will be made public on the Companies House website, so it’s not advisable to use their home address. But it has to be an address where they will be able to receive mail.
  • Their forwarding address – this can be the same address as the service address
  • Date of appointment
  • Company details – if you have chosen to engage the secretarial services of a corporal body, you will need their details, including company name, registered address, registration number where applicable.

3. Inform Companies House

Once you have all the relevant information, you can use Companies House’s WebFiling service. To use this online service, you will have to have an account. But if you don’t have one, you can easily create an account.

Alternatively, you can also file this change by post. All you have to do is download the form AP03. Once you have completed it, you send it to the Registar of Companies in the country your company is registered.

The form lists the relevant addresses for England and Wales, Scotland and Northern Ireland. You can just send it to any Companies House address, but addressing it to the right one will speed things up.

It has to be said that using the postal way will take longer. By law, you have to inform Companies House within 14 days of appointing a company secretary, so it’s important to send off the form promptly to avoid any issues.

4. Update Your Company Records

update your company records after you have appointed a company secretary

Once you have appointed your company secretary and make it official with Companies House, you have to update your company records.

It’s one of the responsibilities a limited company has. The document to update is the statutory register of secretaries.

And that’s it.

How To Appoint A Company Secretary Using 1st Formations’ Online Company Manager

Another way of informing Companies House that you have a corporate secretary is by using a company formation agency. Our recommended one is 1st Formations.

We formed our company with them and have been using them ever since. One reason we stuck with them is that they make it very easy to manage your company and fulfil your obligations.

Their Online Company Manager is an online dashboard that allows you to communicate changes to Companies House, including when you appoint a new company secretary.

If you haven’t formed your limited company with 1st Formations, you can still use them. All you have to do is create an account for FREE and incorporate your company details.

Here is how to communicate the appointment of your new secretary to Companies House:

Steps 1 and 2 are the same as above. Make sure your appointee is eligible to fulfil the role and get all their information together.

3. Log Into Your Online Company Manager Account

Click on “My Companies” and select the company you have appointed a company secretary for. If you only have one limited company, then there will only be this one.

Then choose “Add New Officer” and confirm that it’s an official appointment. This means that the information will be passed on to Companies House.

Select “Add New Officer” and add all the required details, which will be the same as described above. Then click save and it’s all done.

The updated information will be sent to Companies House for approval and processing, which can take up to two working days. Although in most cases it is done much quicker.

4. Update Your Company Records

Make sure you update your statutory companies record to reflect the appointment of your new company secretary.

Not Sure If Hiring A Company Secretary Is Right For You?

unsure if appointing a company secretary is the right thing for your business?

If you need someone to take on the responsibilities of complying with rules and regulations, but you don’t know if it’s the right decision for your small business, there is another option.

Hiring a dedicated person for this job can be costly, and if money is rather tight, it can feel like a big commitment and risk.

A great alternative is buying secretarial services from a company offering them. 1st Formations have a full Company Secretary Service.

For as little as £149.99 +VAT per year they will take over the responsibilities so that you can focus on growing your business. It’s impossible to hire someone for that.

You’ll get a dedicated account manager, who has relevant experience and knowledge and who will be there whenever you need support or advice.

They will take on the role of company secretary for you, which means they will:

  • Prepare and file your yearly confirmation statement – even pay the fee of £34
  • Prepare and keep your company registers up-to-date
  • Submit your dormant company accounts to Companies House – they also provide you with a template letter to send to HMRC, which is great if your company is dormant
  • Provide you with monthly guidance notes on rules, regulations and issues – these will be written by a solicitor so you can be sure the advice is sound
  • Give you up to 15 company changes for FREE – including the transfer of shares, appointment of company officers and share allotments

This Full Company Secretary Service provides you with everything you need as a small business. And because your dedicated account manager will be qualified for the role, you can have peace of mind that your company complies with regulatory requirements.

It’s a low-cost option that will free up your time, give you the headspace you need but without breaking the bank. So if you aren’t sure if hiring an individual person for the job is right for you, this could be the best option for your business.

With Admin Tasks Covered, You Can Focus On The Important Parts

Now that you know how to appoint a company secretary either directly with Companies House or by using our recommended company formation agent, you can get on with growing your business.

And to help you along, Business4Beginners has plenty of advice and tips for you. Why not check them out now:

Recommended Company Secretary Service:

Prefer to outsource your company secretary so that it’s one less thing to worry about?

Our top-rated company formation agent, 1st Formations, offer a full company secretary service (even if you didn’t use them to form your company).

It includes a named secretary at Companies House, a dedicated account manager, and maintenance of your statutory registers – including your annual confirmation statement.

Click here to visit their site

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Author
Business4Beginners has been advising new businesses owners since 2013. The founder, Paul Bryant, has created, grown and sold several successful businesses and remains the editor and fact-checker of all content published on the site.
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