As a director of an Irish Private Limited Company, you must ensure a company secretary is appointed. Selecting the right company secretary is crucial. You can appoint an individual or engage a professional company secretary solution. Factors such as experience, expertise in Irish corporate law, and the ability to manage administrative tasks efficiently should guide your decision.
In this guide, we outline the company secretary’s role, duties, and some of the choices you can make when choosing your company secretary in Ireland.
If you need specific help at any stage, feel free to chat with our Client Services Team – we’re always happy to help.
What is a company secretary?
The company secretary is one of the company’s named representatives in legal documentation. The director must appoint a company secretary with the skills and resources to carry out the necessary tasks of this role.
It’s important to note that the company secretary is not a managerial or purely administrative position. For example, they usually don’t offer financial assistance, have a strategic function or carry out the day-to-day operations, like answering phones or emails to your customers.
They are responsible for ensuring the company and its directors operate according to relevant legislation. Company secretaries provide comprehensive legal and corporate administrative support and guidance to the board of directors and execute important documentation on behalf of the company.
Many clients opt for our online company secretary service because it gives them peace of mind that we will handle the necessary paperwork.
What does a company secretary do?
Ensures compliance with Irish Company Law
Provides advice and guidance
Carries out statutory duties
Company secretary duties and responsibilities
File the beneficial owner with the Register Of Beneficial Ownership (RBO)
The deadline to submit this filling is five months after incorporation. A company secretary can usually carry out this submission through the RBO website.
Manages the Annual Return deadline
The company secretary usually manages the Annual Return deadline by preparing and filing the Annual Return paperwork and uploading the PDF financial statements in CORE, the CRO’s online system.
Ensuring that statutory forms are completed and filed on time in the CRO
Any changes made within a company, such as changing registered offices or appointing new directors, must be notified to the CRO on the relevant statutory forms. An expert company secretary can complete these documents on your behalf.
Maintaining statutory registers
Your company is required to maintain various statutory registers at its registered office. The company’s officers, shareholders, and the general public can legally view your company’s records. A secretary will look after this for you.
Recording minutes of meetings
A company secretary usually records the minutes of all general meetings in a minute book. Each minute book has a specific agenda. Therefore you should contact your secretary if you’ve held an Annual General Meeting (AGM).
Custody and use of the company seal
The company secretary is usually responsible for safeguarding the company’s seal. Every company must have one, with its name engraved in legible characters.
Who can be the company secretary?
One of the directors
Any individual over the age of 18
A body corporate
Do I need a company secretary?
In Ireland, appointing a company secretary is a legal requirement. This person has distinct responsibilities from the director and is crucial in ensuring proper company secretarial duties are fulfilled. It’s worth emphasising that the role of a company secretary is far from a mere formality – it plays a vital role in maintaining compliance and ensuring seamless operations for your company.
We recommend determining if you would benefit from company secretarial services in Ireland. Outsourcing your company secretary role can mean you have a team of certified experts helping you meet your compliance requirements in Ireland.
Rachel is a certified company secretary from The Law Society College Dublin and currently leads the Company Secretarial Team at Accountant Online. Areas of expertise include Company Formation in Ireland and the UK, Company Secretarial procedures and regulations, and the Companies Act 2014 relating to small business and company directors.
