A number of days in the past, I gained an inquiry from a couple of operating women who desired to undertaking into some company. They desired to discover out about data about environment up a private minimal company or Sdn Bhd. 1 extremely fascinating issue from them was “Why do we want a Organization Secretary?”
From that minute on, I am fairly confident a lot of men and women out there are quite curious about the very same query and here, I would like to share with you, the obligations and duties.
The Company Secretary
Every constrained firm need to have a minimal of one Business Secretary, according to Section 139 of the Firms Act, 1965. The its appointment is decided by the directors of the business.
To qualify as a Firm Secretary, he or she should be either a member of a specialist human body approved by the Ministry, or a licensed secretary granted by the SSM. Additional, the man or woman have to not be a bankrupt and is not convicted of any offence below Section 130 (1) of the Firms Act.
Statutory duties of a Company Secretary
His/her statutory obligations as necessary by the Firms Act are typically as follows:-
1. Has to be current at all business conferences and recording minutes of the conference. In this context, organization conferences are primarily referred to directors’ and shareholders’ meetings. Operational meetings do not call for a company secretary’s attendance.
2. Maintain and keep all the statutory books and information of the company, ie. Minutes guide, sign-up book, share sign-up and so on.
three. Ensure suitable filing of all required returns with SSM such as once-a-year return, types and many others.
four. Issue notices of meetings to shareholders as directed by the board of directors.
5. Approach share transfers documentations and recordings.
6. Countersign crucial business documents and certifying documents for specific matters this sort of as banking matters and many others.
seven. Make corporate secretary software -free custody of business seal.
Liabilities of a Organization Secretary
Offered the fact that a organization secretary is an officer of a firm, exact same as the administrators, he or she has fiduciary responsibilities to perform for the company. He or she is demands to act actually and in very good religion.
He/she is personally liable to criminal costs is he or she commits wrongful functions, and can also be penalized with a fantastic. Wrongful act is as simple as failure to lodge the annual return to SSM.