Company Secretary

We offer Company Secretary Services to assist company’s with the management of their corporate registers and other compliance matters including: principles of meetings, directors meetings, general meetings, annual general meetings, memberships, share capital, registers, ASX listing rules, reporting, disclosure, announcements, directors duties, debt and equity fund raising, ASIC rules, Corporations Act, corporate governance, capital reconstruction and external administration.

The modern day company secretary is perceived as being a chief administrative officer and a governance professional. As a governance professional the company secretary must understand the framework and concepts of accountability, transparency and disclosure. The company’s constitution, corporations act, listing rules etc must be carefully understood as many critical decisions will be based on these documents and it is the company secretary’s role to advise and guide the decision makers as to the procedural correctness of their executed decisions or resolutions.

The company secretary has fundamental duties imposed upon him/her under sections of the corporations act and common law.

Key sections of the corporations act include:

  • Section 188 – responsibility of secretaries and directors
  • Section 180 – care and diligence: directors and officers
  • Section 181 – good faith: directors and officers
  • Section 182 – use of position: directors, officers and employees
  • Section 183 – use of information: directors, officers and employees
  • Section 184 – criminal offences: good faith, use of position & information
  • Section 185 – interaction of the sections 180 – 184

For further information please contact Peter Dunoon on 02 8064 1845