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Nominee Secretarial Service: What are the Advantages to Appoint a Nominee Secretary or a Nominee Director? Appointment of a Company Secretary for a Private Limited Company

. Since 6 April 2008, private limited companies have not been obliged to appoint a company secretary unless the company's articles contain a reference to the company having a secretary. However, existing private limited companies may retain a company secretary if they wish and newly established companies can opt to appoint one. If you 're running a public limited company you must by law have a company secretary.

The company secretary usually acts as the chief administrative officer of the company, leaving the directors free to concentrate on running the business. The company secretary doesn't have to be a director but they do share some of the directors' legal responsibilities. However, ultimate responsibility for ensuring the company is properly administered remains with the directors.

If the secretary is not a director, he or she is still is an officer of the company and is responsible for its actions (with the exception of the companies' accounts, which are the personal responsibility of the directors). A company secretary manages the processes involved with developing and implementing company legislation, regulation and best practice. Working in a wide range of sectors, they are responsible for ensuring that board members are properly advised of their responsibilities by co-ordinating the proper and efficient flow of information to them. They are closely involved in the decision-making process, frequently ensuring the implementation of board decisions.

The company secretary should keep the company seal, copies of share certificates, company registers, and letters of allotment, the memorandum and articles of association, and the certificate of incorporation for members or public inspections. He or she should also arrange and provide notice for company meetings, the annual general meeting, and meetings of company directors'. Where a company secretary enters into a contract on behalf of the limited company, he or she should make it clear that he or she does so as a company's agent, thereby avoiding personal liability. Making sure that all company secretarial duties are performed correctly will keep you out of trouble with Companies House and other related parties. It will also ensure that actions are taken that ultimately reduce the business and personal tax burdens. Our nominee secretary takes the pressure off busy directors and members, enabling clients to balance regulatory requirements with other business priorities. Our nominee secretary service is ideal for one-man (one-person) companies where the director does not wish to appoint family members or friends as a secretary or for companies coming to market who wish to minimise internal resource requirements and manage regulatory obligations. If you are interested in company nominee secretarial services, please contact us by phone or via e-mail. Let us know how we can help.

Choose one of the following packages that will best serve your business needs:

This package is primarily designed to help director(s) keep companies fully compliant with the law.

This package is often chosen by such customers, who are looking to minimise a sole director personal liability (and who are not quite familiar with the new UK corporate legislation).

With this option we will provide the following service: -

Maintaining the statutory registers;

Keeping, or arranging for the keeping, of copies of all resolutions of members passed otherwise than at general meetings, minutes of all proceedings and general meetings;

Monitoring changes in share ownership of the company;

Ensuring that the company files statutory information promptly;

Ensuring that people entitled to do so can inspect company records;

Monitoring changes in relevant legislation and the regulatory environment and taking appropriate action;

Developing and overseeing the systems that ensure that the company complies with all applicable codes as well as its legal and statutory requirements.

If signatures or the verification of documents are required, additional charges will apply.

E-Quick Plan
£ 49.95Annual Maintenance Fee £49.95
Click here to see all packages
(click here for other packages)
You are now at the following pageUK Company Formation Agent Home Page >>  Online UK Business Registration >> Nominee Secretary: Company Secretarial Service

SETTING UP A COMPANY IN THE UK, REGISTER A LIMITED COMPANY, ROLE OF COMPANY SECRETARY AND INFORMATION ABOUT COMPANY SECRETARY RESPONSIBILITIES

Would you like to appoint a nominee secretary or nominee director? For companies with one director you are required by law to appoint a company secretary or another director. We can provide you with a nominee secretary for this purpose. Optionally you can appoint a nominee director. Business people are aware that a breach of the rules can lead to companies being struck off and even the prosecution of directors. Delegating the company secretarial work means that directors can be sure that their company is complying with this vastly legalistic area, leaving them to concentrate on their core business.

At the time of your company formation or at any time thereafter Coddan Secretary Service Limited can be appointed as your nominee company secretary if required. We can perform health checks on company books and records to bring them up-to-date - perhaps in preparation for a sale or merger. If you are the only person who is to be involved in your company we can act as your nominee company secretary; this will follow the legal requirements and there will no be the need to introduce a second party.
Finding and Using Information:   UK Limited Company Formation | The Work of a Company Secretary | Nominee Secretary Service | Basic Types of Limited Liability Company | Role of Company Secretary in Company | Nominee Secretarial Service - How its Working | Duties of a Company Secretary | Duties of a Company Secretary | Top 10 UK Limited Company Advantages | 

Our annual fees for nominee secretary appointment are £49.95. The cost includes the service of a nominee secretary - if signatures or verification documents are required extra charges will apply. If you have an existing company we are happy to take on the role of company secretary.
Nominee Services:  Online UK Limited Company Formation with Nominee Secretary | Private Company Formation with Nominee Secretary and Nominee Director 

About Private Company Secretary: 
About Private Company SecretaryEvery English, Scottish and Irish company is required by law to have a company secretary. Company secretaries also work in many other types of organisations, such as charities, trade and professional associations, universities, local authorities and the health service. Company secretaries have a wide range of responsibilities, some of which are defined by law.

Important Links

Setting-Up a UK company: Every company in the United Kingdom is required by law to have a company secretary. Company secretaries also work in many other types of organisations, such as charities, trade and professional associations, universities, local authorities and the health service. At the time of setting-up your company or at any time thereafter Coddan can be appointed as your company nominee secretary if required. Our annual fees for nominee secretary appointment are £49.95. We carry out of your company records, to determine whether there are any issues outstanding.
Our fee covers appointment us as your company secretary. If you would like us to undertake specific nominee secretaries' services then we will quote you the likely fees either on an annual or task-by-task basis. Electronic submission of information means that we can start-up a company with the required director, registered office and shareholders (our electronic filing software was approved by Companies House).
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The company secretary is the company's named representative on legal documents. Beside these legal responsibilities, company secretaries may have other administrative duties. The secretary should also arrange and provide the necessary notice for board and general meetings of the company. The corporate secretary will usually be involved in the practical arrangements for the meeting: for example booking the necessary accommodation and arranging the necessary personnel for the smooth conduct of the meeting and, if necessary, arranging for poll cards.

Anyone can claim to be a company secretary: no specific qualification requirement for the company secretary, no nationality or residence restrictions for the company secretary. Many smaller companies appoint one of the directors or a spouse as a company secretary. A sole director cannot be appointed as the company secretary, nor can a company's auditor. Given the above many small and medium sized companies appoint third parties to act as their company secretary to allow them to get on with running their business and to ensure they remain compliant with the law. The secretary of the company has the responsibility and specific duties described below at this page.

Every company must have a secretary (Companies Act 1985, section 283) who will perform a variety of tasks crucial to the smooth running of the company, which includes ensuring that the company's statutory obligations are complied with. The Companies Act requires a minimum of two officers to be appointed at all times. If you are in business on your own it can often be difficult to find someone else to take on the role of company secretary as they maybe unsure of there legal obligations and responsibilities.

Upon SPECIAL request, we may provide nominee secretarial and registered address services across the United Kingdom (in any city or town) and we may provide you a telephone number with call forwarding from any UK city and town.
Order Your Company Here:   This Interactive Form Will Calculate Your Company Formation Costs and Shipping 

The Typical Duties of the Company Secretary: 
The Typical Duties of the Company SecretaryA company secretary manages the processes involved with developing and implementing company legislation, regulation and best practice. Working in a wide range of sectors, they are responsible for ensuring that board members are properly advised of their responsibilities by co-ordinating the proper and efficient flow of information to them. They are closely involved in the decision-making process, frequently ensuring the implementation of board decisions.

By making sure that legal and regulatory requirements are covered, company secretaries provide the basis from which companies can successfully operate and develop. The role varies according to the nature of the company and sector. The work of a company secretary covers a wide variety of functions and is partly dependent on the individual company for which they work.

Typical Company Secretary' Work Activities Include:  
Organising, preparing agenda for, and taking minutes of, meetings;
Dealing with correspondence before and after meetings, collating information, writing reports, ensuring decisions made are communicated to the relevant people;
Ontributing to meeting discussions when required and advising members of the legal, governance, accounting and tax implications of proposed policies;
Monitoring changes in relevant legislation and the regulatory environment and taking appropriate action;
Liaising with external advisers, such as lawyers and auditors;
Developing company contracts;
Managing insurance and property issues;
Developing and overseeing the systems that ensure that the company complies with all applicable codes as well as its legal and statutory requirements.

The Work of a Company Secretary: 
The work of a corporate secretary in a registered private or public company may be more specialised than in a smaller company. For secretaries working within registered companies, particularly large PLCs, the liaison role between management and shareholders, and compliance, may make up a major part of the company secretary's work. The company secretary would also be fully involved in share issues, mergers and takeovers. This could include:
Maintaining the register of shareholders;
Monitoring changes in share ownership of the company;
Paying dividends;
Administering share option schemes;
Arranging the annual general meeting and co-ordinating production of the annual report;
Monitoring the administration of the company's pension scheme;
Overseeing and renewing insurance cover for employees, equipment and premises;
Bookkeeping & Accounting company registrations company establishment

UK LTD Companies from only £32.00! All Inclusive Company Registration. Each limited company package includes all statutory paperwork and is fully compliant with company law.
All our private UK companies are general trading companies and can be used to conduct any type of business. A Certificate of Incorporation, and the Memorandum and Articles of Association of your company will be sent to you upon formation of your company.
You can appoint your own directors and secretary BEFORE company incorporation. This is absolutely FREE. Our 4-8 hour online incorporation service enables you to register your company quickly and effortlessly. All government and filing fees are included in the cost of our E-Quick pack. All certificates and documents will be sent directly to you via email immediately following the formation of your company.
It will take just 5 minutes to complete the online registration form, then your company could be up and running within 4-8 working hours.

THE E-QUICK PACKAGE CAN BE UPGRADED WITH ANY OF THE FOLLOWING FEATURES:

1. Company Pliers Seal - £20.00.
2. Laminated Hard-copy of the Certificate of Incorporation - £5.95.
3. Laminated Hard-copy of the Certificate of Incorporation, Bound Copies of the Memorandum & Articles, and Combined Company Register - £12.95.
4. Domain Name Registration for two years - £16.00.
5. Provision of a Registered Office Address for 12 months - £50.00.
6. Provision of a Nominee Company Secretary for 12 months - £49.95.
7. Certificate of Good Standing - £35.00.
8. Notarisation & Apostille of Documents.

Call any one of our offices:

Monday - Friday: 9:30am to 17:30pm


United Kingdom Contact +44 (0) 207.935.5171

United Kingdom Contact +44 (0) 800.081.1510

Scotland Contact +44 (0) 141.530.8188

Northern Ireland Contact +44 (0) 289.099.8744

E-Mail Contactinfo@ukincorp.co.uk

Click on the button below to incorporate online:

Engaging in contractual agreements with suppliers and customers;
Managing office space and property and dealing with personnel administration;
Overseeing public relations and aspects of financial management.
The Following are Links to Our Website Pages that Visitors and Customers May Find Useful and Informative:    Flat Management Company | Public Company | Holding Company | Non-Profit Company | Nominee Director | Nominee Shareholder | Nominee Secretarial | Registered Office Address | Vat Registration | Trademark Registration | Arrange a Bank Account | Notarisation & Apostille | Ready-Made Companies | Company Formation Florida | Company Registration New York | Company Formation California | Incorporate in Nevada | Limited Company Formation BVI | Company Formations Cyprus | Belize Company Incorporator | Register Company in Gibraltar

Nominee Secretarial Service: 
Whether you are starting up a new company or running a successful, established one they all need careful, skilled administration. This is another time and hassle saving specialist service Coddan provide to owners. We will help you to ensure that your company complies with its obligations under company law. Directors' obligations change on a regular basis and some major changes are heading our way soon.

With our extensive knowledge in this important aspect of running a business, quickly but accurately, we can make sure that you avoid the risk of penalties and the frustration of red tape. Typical client projects range from routine but essential annual compliance to specialist and more complex one-off situations.

At the time of your company registration or at any time thereafter Coddan can be appointed as your nominee secretary if required. Our annual fees for nominee company secretary appointment are £49.95. Our annual fee includes the cost of processing the company's Annual Return each year. If you would like us to undertake specific nominee secretary services then we will quote you the likely fees either on an annual or task-by-task basis. As your company nominee secretary, we will prepare other documents in respect of changes to the UK company structure as and when they occur.

If you have any questions about the companies or partnerships incorporation then please E-Mail or call us: 033 0808-0089 or +44 (0) 207.935.5171, fax: +44 207.504.3531.

Such matters will include allotment of shares, transfer of shares and appointments and resignations of officers. The service is primarily designed to help people keep non-trading companies fully compliant with the law - when trading commences the service can be upgraded to include accountancy and other relevant services. The nominee company secretary service is ideal for sole directors unable to find someone to take on this role.

It means you can still operate an English limited company as sole director and shareholder whilst benefiting from the excellent support of a professional company. For non-UK residents this service often proves invaluable as Coddan are familiar with UK authorities and procedures.

Nominee Service: How Can We Help You? 
Our professional and experienced staffs can provide company secretary services to your company. It includes:
Skilled, specialist, professional advisors;
Concern for and interest in the health of your company, ensuring that you meet deadlines set by the Companies Acts without fear of penalties for late filing or prosecution;
Fast, top quality service;
Technical support from other Coddan experts;
Time and hassle saved by you;
Computerised statutory records using the latest in PC software;
Fees agreed at the outset of a project;
Versatility on our part - working in partnership with a wide range of companies and entrepreneurs form small companies to major groups;
Advice and guidance on setting up a company, avoiding pitfalls and matching legal obligations;
Acting as company nominee secretary of your company;
Assisting and advising on establishment of new companies overseas;
Organising and witnessing required meeting of directors and shareholders alongside preparation of minutes;
Advising you on the appropriate legal procedures to change the officers of the company, change shareholdings, amend the accounting reference date, declare a dividend, etc.;
Advising you of directors' responsibilities;
Maintaining your statutory Registers (keeping the registers required by law);
Maintaining your statutory Minutes;
Attend Board and General Meetings to advise you on procedure and to take minutes;
Acting as the company's Registered Office (Using its address as your company's registered office);
Filing all necessary accounts, forms, returns and resolutions on the public record at Company's House;
Advising and assisting you with your tax compliance obligations;
Giving guidance on compliance and the information which must be notified to the Registrar of Companies;
Providing the documents (including notices and minutes) relating to company's annual general meetings, directors' meetings and extraordinary general meetings;
Reminding you, and/or your accountant, of the filing deadline for accounts;
Issue and transfers of Subscriber Shares;
Changing company name;
Changing of company registered address;
Share allotment;
Applying for Deregistration of a Company;
Dissolving the company;
Assisting start-ups with all of the other aspects of starting a business;
Amending Articles of Association for taxation, practical or commercial reasons;
Advising in relation to the legality of dividends.

We provide advice to professional firms on the setting up of in-house company secretarial departments and increasing fee revenues. We act for international companies advising on and administering their group companies including bringing in best practice procedures including corporate governance.

With our new online electronic company registration services you now have more choice on how we form your UK Limited Company. Use our electronic formation service to register your new UK Limited Company. If you want to become familiar with the description and the contents of the UK company registration packages, offered by Coddan CPM LTD and to find above, what kind of service is included in this or that companies registration package, to get an idea about the price of annual renewal of the service, and about the general legal requirements to the company incorporation within United Kingdom, please, select the package you need from the list, situated below the banner at the top of this page. The information in the banner will be renewed according to the package you've chosen.

Starting Business EnglandOur Service for Non-UK Residents LTD Benefits Coddan Home Page

General Advantages of UK Private Limited Companies:

1. Liability is, in the vast majority of cases, strictly limited to the investments made by the shareholders.
2. Company Officers are not personally liable for their actions unless there is a clear and serious breach of their fiduciary duty.
3. Limited companies often benefit from greater prestige than their sole proprietorship or partnership counterparts. The reason is because such an enterprise normally requires more planning and thus is deemed more credible.
4. Limited companies often benefit from significant tax advantages. In fact, many countries around the world give exclusive tax incentives to this type of entity.
5. The rights of shareholders are normally clearly defined and protected.
6. Corporate taxes only become payable after the end of the financial year. This means money that would otherwise be taxed on a monthly or quarterly basis, is available to earn further interest before the final payment of tax.
7. You need only appoint one Director and one shareholder.
8. Directors can be corporate bodies or private individuals.
9. A Director can be of any nationality.
10. All companies must appoint a company secretary who can be of any nationality.

Call any one of our offices:

Monday - Friday: 9:30am to 17:30pm


United Kingdom Contact +44 (0) 207.935.5171

United Kingdom Contact +44 (0) 800.081.1510

Scotland Contact +44 (0) 141.530.8188

Northern Ireland Contact +44 (0) 289.099.8744


Contact Us:


E-Mail Contactinfo@ukincorp.co.uk
Coddan aims to provide all of our clients with the most efficient and convenient services possible. Electronic filing is currently administered for new UK company formations, and Coddan CPM Limited is one of a few select companies that is authorised to present new company documents directly to the UK Companies House, enabling the full incorporation of each company without the need to submit any paper forms.

Since Coddan is always searching for new ways to improve our service to customers, we are proud to announce that we now have a similar e-filing method for new companies in the Republic of Ireland, which will allow us to reduce the period of time it takes to incorporate new Irish entities by 50%.

The Companies Registration Office (CRO) in Ireland recognises our company as one of the few providers of the CRODisk scheme, which was originally developed by the CRO with the purpose of minimising incorporation time and creating a more cost-effective option for registering a company.

By utilising a special software, which is pre-approved by the CRO, Coddan has the ability to send all new company formation details immediately to the CRO for review. All basic incorporations are now able to be completed within 5 business days.

Live Help Live Help:  
Live Help is a real time "chat" feature which enables you to interact with a customer service representative without a phone call. Get answers to your questions while using our website. Clicking the "Live Help" button will start an on-line session with one of our representatives. Live Help is currently available during normal business hours. Outside of the above opening hours our business center will be closed. When you click on the button you will see an e-mail form that will allow you to send us a mail with your questions. Live Help is absolutely free! There are no hidden fees. We offer the service as a courtesy to our website visitors.

Dear visitors, while having a chat session with a customer, we are frequently requested to give a piece of advice on tax planning or business structuring. We would like to inform you that it is against our principles to provide online advice pertaining to these issues. The points that may be covered during a session include service description, package or service price, navigation at our website, ways of making an order, methods of payment etc. Yet, if you wish us to provide you with advice on tax or business structuring, you should be aware that this service is chargeable.

We accept phone orders during normal business hours. Credit cards are the preferred method of payment; we accept VISA, MasterCard and Delta. We can accept payment in UK Pounds Sterling, US Dollars, Euros, Australian Dollars and Canadian Dollars. If you call and receive voicemail, just leave your name and number, as clearly and as possible, and we will call you back as soon as possible.

Monday - Friday: 9:30am to 17:30pm
Saturday: (offices are closed)
Sunday: (offices are closed)
Holidays: (offices are closed on all recognized UK holidays).

From time to time even the best-run business needs some advice or a second opinion. Healthy businesses plan for the future and having an independent review of your strategy can really help - our consultants act as advisers to many industry sectors and can offer you the benefit of having seen what works and what does not. Using the best accounting, budgeting, planning, and reporting tools, we can ensure that you have all the information you need to face future challenges.

For overseas companies setting up in the United Kingdom, our experience of business practices, taxation, and law within the United Kingdom can save them the considerable time, money, and energy required to establish and grow a business while meeting all of their legal obligations. We can also act as trustees for pension schemes, or alternatively, we can audit your pension scheme accounts, guiding you through the minefield of reporting requirements.

We are always looking for opportunities for your business to reduce its tax liability, with proactive tax planning. We also advise clients on international corporate tax and on issues arising from cross-border transactions, into and out of the United Kingdom.

If you are unsure of the best course of action for your business, Coddan can advise you on the best location and type of business entity, and can tailor a solution to your needs. If you wish to retain Coddan in a professional capacity, you can apply for an initial consultation appointment by following the link below.
Book an Initial Consultation:   use this form to request an initial consultation with one of our specialists

BASIC TYPES OF LIMITED LIABILITY COMPANY:

Private Company Limited By Shares - most common type of company in the England & Wales. The principal purpose is to earn profits for the shareholders who may or may not be the same as the Director(s) or Secretary. These companies can be formed and registered with as little as One Pound (£1.00). In most cases, they adhere to a standardized format and are remarkably inexpensive.
You May Use This Form to Register a New Private Limited Company:   E-Quick UK Private Company Incorporation Package 

A Public Company Limited By Shares: 
Theoretically this is a company, which has the same profit motive as a private undertaking save that its shares can be offered for sale to the general public. In reality, the vast majority of PLC's simply operate as "private" companies employing the PLC name simply as a prestige marketing "tool". Nevertheless, even a Public Limited Company, which has not sought a public stock exchange listing, must adhere to the requirements of English & Welsh legislation.

The most important differences are that there must be a minimum paid up capital of at least £50,000.00 with, at least, one quarter of that sum being immediately and fully paid up. Penalties for non-adherence to the provisions of the Companies Act 1985 are also higher. The cost of a non-listed and standard format PLC will vary from £350.00 to £700.00.

However, the cost of forming a public listed company can run into hundreds of thousands of pound's since the legal documentation (the Memorandum & Articles of Association) will always need to be specially drafted and the admission rules set out in the Yellow Book (which outlines the requirements for public listing) will have to be adhered with. The latter requiring the services of underwriters, accountants and lawyers - if you think that you may require this type of company please contact our offices by e-mail or by telephone.
You May Use This Form to Organise a New Public Limited Company: E-Quick Public Company Package

A Company Limited By Guarantee: 
This is a company, which has not been established to earn profits for its members but rather to carry out a particular purpose. Charitable, housing and organizational associations most commonly use this type of vehicle. The price of such a company will vary greatly depending on its intended use. If you think that you may require this type of company please contact our offices by e-mail or by telephone.
You May Use This Form to Set-Up a New Guarantee Company: E-Quick Guarantee Company Package

Role of Company Secretary in Company: 
Role of Company Secretary in CompanyThe secretary, very broadly speaking, is usually responsible for administrative matters concerning the company. It is generally the duty of the secretary to maintain official company minute books, statutory registers and prepare and lodge any necessary returns required by Companies House, such as changes to directors and filing of Annual Returns and accounts.

The secretary is answerable to the directors, and is often called upon to keep the directors advised of changes in company law affecting the running of the company.

Whilst the secretary can be held personally liable for non-filing of Companies House returns, in practice it is generally the directors upon whom this responsibility lies. The secretary can be resident anywhere in the world and can be of any nationality.

Any appointment and changes of directors or company secretary must be notified to the Companies Registry (Forms 288 (a), 288 (b) and 288 (c)) and properly documented.

If yours is a public company, you must have a company secretary who is suitably qualified and experienced to perform his duties. Specifically he or she should have a legal, accounting or company secretarial qualification or sufficient experience in a comparable job to perform the duties inherent in the position.

In a private company the company secretary does not have to hold formal qualifications - however, the directors of a private company would be failing in their duties if they appointed a company secretary who did not have the appropriate skills and experience. The directors must appoint at least one person to serve as company secretary.

A person here includes a company and it is common within a group of companies to have a service company within the group acting as company secretary to other group companies.

We can provide a fully comprehensive nominee secretarial service for private companies and limited liability partnerships including their formation, on-going maintenance of statutory records, organizing and witnessing required meeting of directors and shareholders alongside preparation of minutes. If appropriate, you can select our offices as your registered office. We check documents that we receive, determine what action is required and notify director(s) as appropriate.

We will of course assist you with changing company name, alternation of director or secretary and applying for deregistration of limited company.

Our experienced nominee corporate secretaries will assist you with personalized corporate secretarial advice and services: register representative and branch offices, prepare annual general meeting documents and file annual returns, effect changes of Board of Directors and their particulars, prepare routine resolutions, prepare documents to effect an increase in authorized share capital, allotment of shares, change of auditors, change of company name, amendments to the Memorandum and Articles of Association and file necessary returns with Companies House.

Nominee secretaries are often appointed in order to fulfil this role in a professional capacity.

We can provide nominee services for clients who are looking to incorporate a company but they do not have the requirements of TWO persons in order to complete the incorporation. On the other hand we help our international clients overseas by providing them with an officer of the company at an affordable fee.

Clients who use the company secretarial service can be sure that all the requisite Annual Forms and returns will be properly filled out and lodged with the Companies Registry in due time. Our annual fee includes the cost of processing the company's Annual Return each year.

IMPORTANT NOTE:

Nominee SecretaryCoddan can provide a nominee secretary for your private company or for your limited liability partnership. The nominee company secretary service is ideal for sole directors unable to find someone to take on this role. It means you can still operate a limited company as sole director and shareholder whilst benefiting from the excellent support of a professional company.

Our annual fee includes the cost of processing the company's Annual Return each year. Our one off fee is all-inclusive for the 12-month period with no hidden charges.

If you wish to keep your name off the Public Records, so that it is easy to discern that you are involved with a company, then this is the service for you. The nominee will sign all corporate documents, except those that are not lawful or that bring personal liability to the nominee. There is a yearly charge for the nominee service. By appointing our corporate nominee director you can remain anonymous from your company, as no personal details will be recorded at Companies House.

This service has been designed to allow our clients to retain their privacy for legitimate reasons in a world where your personal information can easily be obtained by anyone that knows where to look. This service is not to be used for any illegal purposes.

You will still control the company as an authorised representative (by General Power of Attorney) but it will not be possible to search Companies House records to identify you. This General Power of Attorney gives the Attorney authority to take decisions and actions on behalf of the company. These include buying or selling property or shares, signing cheques etc. This General Power of Attorney allows the Attorney to open, operate and close any bank or building society account in the company's name, and a Power of Attorney that allows the Attorney to sign cheques on behalf of the company.
The Company Secretary Usually Undertakes the Following Duties: 
Maintaining the statutory registers. These are: the register of members (section 352); the register of directors and secretaries (section 288); the register of directors' interests (section 325); the register of charges (section 407 or 422 for Scottish companies); and for public companies only, the register of interests in shares (section 211).

Ensuring that Statutory Forms are filed promptly. You cannot simply send a letter to notify the Registrar that you wish to change the situation of the company's registered office or that changes have occurred among directors or secretaries or their particulars. You should normally use forms 287 and 288 (a, b or c) as appropriate. You may also use the Annual Return Form 363s in some circumstances if the return is due at the convenient time.

Changes of directors' and secretaries' details must be notified within 14 days. There are many other forms that need to be delivered to the Registrar.

Providing Members and Auditors with Notice of Meetings. You must give them 21 days written notice of an annual general meeting. You must give them 14 days written notice of a meeting, which is neither an annual general meeting nor a meeting to pass a special resolution. If you are the secretary of an unlimited company, the written notice required is 7 days.

Sending the Registrar copies of resolutions and agreements. You must send him copies of every resolution or agreement to which section 380 applies, for example special and extraordinary resolutions, within 15 days of them being passed. Supplying a copy of the accounts to every member of the company, every debenture holder and every person who is entitled to receive notice of general meetings - also copies demanded by anyone under section 239 of the Act.

You must send accounts at least 21 days before a meeting at which they are to be laid - see section 238 of the Companies Act.

Keeping, or arranging for the keeping, of minutes of directors' meetings and general meetings. Ensuring that people entitled to do so can inspect company records. For example, members of the company and members of the public are entitled to a copy of the company's register of members, and members of the company are entitled to inspect the minutes of its general meetings and to have copies of these minutes.

Custody and Use of the Company Seal: 
Companies no longer need to have a company seal but if they do, the secretary is usually responsible for its custody and use. As the secretary is an officer of the company under section 744 of the Act, they may be criminally liable for defaults committed by the company. For example failure to file - in the time allowed - any change in the details of the company's directors and secretary, and the company's Annual Return.

The secretary may also have to make out a statement of the company's affairs if an administrative receiver or a provisional liquidator is appointed, or if a winding-up order is made. (Sections 47 (Section 66 for Scotland) and 131 of the Insolvency Act 1986.)

Failure to carry out some of duties can result in the company being charged a considerable amount of money or even in the directors being prosecuted. To help you avoid this we provide a secretarial service to ensure that these statutory requirements are fulfilled, we fulfil all filing requirements on your behalf, so the company's records are kept fully up to date at all times. We prepare non-trading accounts, prepare and file annual returns.

As your nominee secretary, we will prepare other documents in respect of changes to the company structure as and when they occur. Such matters will include allotment of shares, transfer of shares and appointments and resignations of officers.

He or she normally takes charge of ensuring that any documents which need to be sent to Companies House are sent on time. The secretary can also be a director, and therefore have the same responsibilities as the other directors. If the secretary isn't a director, he or she is still is an officer of the company and is responsible for it's actions (with the exception of the companies accounts, which are the personal responsibility of the directors).

Amongst other things, the company secretary of any company is responsible for: completing and filing the Annual Return; filing the Annual Accounts; maintaining the registers that a company is required to keep by law. Filing information on changes in directors' (secretaries') details; filing information on appointment/resignation of directors and secretaries.

Filing information on change in registered office; filing information regarding changes in shareholdings and share structure. Issuing share certificates; issuing dividend vouchers. Making arrangements for company meetings and maintaining the minute book.

At our disposal we have a state of the art database, which ensures that our service is cost effective, efficient and readily accessible to you. You will be relieved of these administrative and compliance burdens, giving you more time to concentrate on the business of managing your company. Keep us informed of any changes and we will do the rest.

If you do so, our service will ensure you avoid the consequences of non-compliance i.e. penalties, prosecution or your company being struck off the register.

Let Coddan take away some of the administrative burden of running your company. We will deal with Companies House on your behalf and file the company's Annual Return included in the annual fee. We will also be on hand to offer business advice throughout the year in our role as nominee company secretary. Do you only have one person involved in your company?

We act as your company nominee secretary and you need not involve anyone else in the company as this satisfies the legal requirement of for two company officers.

If you are using our registered office service it is then convenient to keep the company registers at our offices to. This service is required if you wish to remain anonymous.

The nominee secretary service will need to be renewed after one year. You will be contacted regarding confirmation of the following details: the filing of the Annual Return, and renewal of the service. Even where we are not your company secretary, we are able to provide a full company secretarial and support service, providing documents and forms preparation etc., as required. We designed our business start-up packages to provide the most valuable features and services for the lowest price.

Our incorporation packages include the most commonly requested products and services most of our customers need, but we also offer a variety of additional options. You can add these additional options to your package when you order, or as needed.
Charity Secretaries: 
Charity secretaries (the company secretary within a charitable company) are responsible for ensuring that charities are run within the law and the terms of the governing document.

The status and exact role of the Charity secretary will vary from one organisation to another, but common functions will be to support the board to find their way through the maze of law, governance and good practice and to facilitate effective meetings.

The Companies Act requires all limited companies (and therefore charitable companies) to have a company secretary, but all structures of charity can benefit from a secretary.

Supporting the Board: 
Charity boards often represent a range of skills and experience, but few will be fully conversant in all the legislation affecting the charity and the provisions of the governing document. A key element of the Charity secretary's role is to support the board in this respect. The secretary is custodian of the governing document and as such is responsible for ensuring that board meetings, annual general meetings and extraordinary general meetings are run effectively and in accordance with the provisions of the governing document.

The Charity secretary is also responsible for legal compliance. This aspect of the role includes ensuring that trustees have the right information to enable them to make informed decisions and fulfil their responsibilities.
Functioning of the Board: 
Charity secretaries' duties in this area include: ensuring the correct appointment of trustees, that they are: not disqualified in law. Eligible to be trustees under the provisions of the governing document. Appointed according to the procedure laid down in the governing document. Organising the induction of new trustees.

Arranging and administrating meetings of the board and any subcommittees. This duty includes: practical arrangements for the meeting; developing the agenda with the chair; ensuring that the agenda and other papers are circulated to all members in good time for the meeting. Ensuring meetings are properly convened, constituted and quorate. Providing trustees with any additional information necessary to facilitate decision making, including Informing them of their powers and duties under the governing document.

Confirming decisions, drafting minutes, monitoring the implementation of trustees' decisions.

Writing letters arising from committee meetings, receiving correspondence and acting promptly on information received. Keeping stock of informative literature (policy statements, back copies of magazines to be given or sold to prospective members or other interested parties) and keeping records of membership.

Charity secretaries will fulfil a similar role in relation to meetings of the members, such as Annual and Emergency General Meetings.
Compliance: 
As well as a thorough knowledge of the governing document, Charity secretaries will have a good understanding of charity law and company law. Whilst they may not know the detail of other relevant legislation, such as employment law, health and safety etc., they understand the basic principles and are able to identify potential areas of contention and seek further advice when necessary.

In terms of supporting the board, duties may include: providing legal guidance and advice - the Charity secretary should be able to answer trustees' queries relating to company and charity law and access further information in relation to more complex questions in these and other areas of the law. Explaining property issues, including charity law requirements regarding the disposal of land. Fulfilling insurance requirements, such as public and employer's liability insurance, as well as the more obvious property insurances.

Developing and implementing a process of legal health check and review, for example, auditing the governing document, reviewing property leases, monitoring employment and personnel procedures. Ensuring compliance under contractual arrangements, and under company and charity law, including the provision of information to regulators.

In charitable companies limited by guarantee, the Charity secretary is legally responsible for submitting information to Companies House. The Charity secretary can incur personal liability if s/he breaches certain requirements under the Companies Acts. The penalties for such breaches include fines and imprisonment. The Charity secretary may also be liable for claims from the charity for damages and compensation for losses incurred as a result of his/her negligence. An important characteristic of the Charity secretary's role is to serve as the conscience of the charity, acting with integrity in following the law and the governing document.

On occasion, this may bring the Charity secretary into conflict with the wishes of the trustees. In such cases the secretary must exercise a degree of independence and act according to the law and his/her professional judgment. This is particularly important given the potential consequences to the Charity secretary of failure to comply with the law.
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Limited company formation and small business start-up advice - we are offering companies registrations in England, Wales, Scotland, Northern Ireland, Republic of Ireland, USA and offshore jurisdictions. Our simple and cost-effective business starting-up service has various packages available to suit all needs. Expert advice and cost efficient business registration services to assist companies with their statutory obligations, including business administration, bookkeeping, accounting and annual accounting and annual return preparation. We can also help you to introduce and arrange a business bank account in the United Kingdom, Republic of Ireland, Cyprus, Gibraltar and in many other offshore countries.

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