The Company Secretary's Handbook: A Guide to Duties and by Helen Ashton

By Helen Ashton

While you're constructing a firm or have lately been appointed as an organization secretary, this new version of the corporate Secretary's guide will advisor you thru the entire systems and tactics required by way of the firms Act. absolutely revised and up to date to take account of the newest laws, it is going to assist you to get it correct from the beginning and to prevent the typical pitfalls. entire with checklists and examples of present documentation, the corporate Secretary's guide is the consultant for all corporation secretaries.

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Extra resources for The Company Secretary's Handbook: A Guide to Duties and Responsibilities

Sample text

A director is obliged to notify the company in writing of any of the following events: 1. Any event which results in him or her becoming interested/ ceasing to be interested in shares or debentures of the company or any other company within the group. 2. Any contract entered into by the director to sell any such shares or debentures. 3. Assignment by him or her of a right granted to subscribe for shares or debentures in the company. 4. The grant to the director by another company in the group of a right to subscribe for shares or debentures in that other company and the exercise of any right granted or assignment by him or her of the right.

Loans In general, for most private companies, loans or guarantees to directors are prohibited, except in limited circumstances. The Companies Act 1985 contains complex provisions governing loans and similar transactions. It is possible that the company’s Articles of Association may place further restrictions on the directors. Expenses that are incurred on business for the company can be repaid. One of the main intentions of the restrictions in the Companies Act is to prohibit taxfree sums being paid to directors by the company.

30 ■ The company secretary’s handbook Changes A change of registered office takes effect from its date of registration by the Registrar but there is a buffer zone of 14 days beginning with the date it is registered during which both the old and new addresses are valid. Form 287 must be filed within 14 days of a board resolution resolving to change the registered office address. The company’s registered office address must be disclosed on its headed notepaper (see page 30). In addition, a nameplate will need to be displayed and fixed outside every office or place that business is carried out.

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