Finance, Law, Governance

Duties of a company secretary: five top tips

Alan Clarkin, DSC Associate, provides an insight to the role and responsibilities of company secretary ahead of his upcoming course - Duties of a Company Secretary.

I am my charity’s Company Secretary, what am I supposed to do?

A question that is often put to me by trustees. They may have been given the role, volunteered for it, been volunteered for it (by someone else), been cajoled, encouraged, enticed into it or even been appointed and didn’t know they had been, until sometime later. There are many different stories as to how someone landed the role.

But it’s not always a trustee that takes on the role.

No two charities are the same and the way in which charities embrace the duties normally expected of a company secretary varies considerably. Small charities may have little option, it’s either a trustee on an unpaid basis or the one and only employee has it as part of their job description.

As organisations grow, roles change. In medium and large charities, it is quite usual for the role of the Company Secretary to be incorporated into the role of a member of the senior management team, probably the CEO. But it doesn’t have to be. A trustee could still do it, (still unpaid of course) if the rest of the board wanted it to be that way.

Did you know that the company secretary of a charity needs no formal qualifications?

But there are a number of things that a company secretary needs to know.

If you are new to the role and feel that you need to become more familiar with what is expected of you, then my top five tips to getting to know the role would include;

1. Know your charities governing document

The memorandum and articles of association (or just articles if you are a relatively new organisation) contain the detail of what your charity can do and how it must conduct itself.

2. Know your regulators

Most charitable companies will need to report to, and comply with, the rules and regulations set by the Charity Commission and Companies House. Become familiar with the reporting regulations and have a programme to ensure you meet your reporting obligations.

3. Know the law relating to charities and companies

– or at least have access to someone who can advise you on the law.

4. Be familiar with the policies of your organisation

You don’t need to know them all. But you do need to have an awareness of the policies that exist and how you might access them.

5. Know the structure of the organisation

This includes how it operates on a day to day basis and how the board operates. Also, how you as company secretary are expected to work with the officers of the board.

After that it should be plain sailing.

Not only are all charities different but all company secretaries are different too. Be your own person and enjoy the role. Best of luck.

Want to find out more? Join Duties of a Company Secretary on 20 November.