Is a Company Secretary Legally Required?
In most cases, no. For private limited companies in the UK:
- A company secretary is not legally required
- The company’s directors can handle secretarial duties themselves
However, for public limited companies (PLCs), appointing a qualified company secretary is a legal requirement.
We advise private companies on whether appointing one is beneficial for their structure.
What Does a Company Secretary Do?
Even when optional, a company secretary can play a key role in corporate governance and compliance. Typical responsibilities include:
- Maintaining statutory registers
- Filing accounts and Confirmation Statements
- Preparing board minutes and resolutions
- Ensuring Companies House filings are made on time
- Liaising with shareholders and regulators
- Supporting board meetings and decisions
- Handling share transfers and capital changes
Dragonfly Associates performs these functions for clients through our Company Secretarial Services—subject to service agreement.
Why Appoint a Company Secretary?
You may choose to appoint a secretary if:
- You want to delegate compliance tasks
- You have multiple shareholders or directors
- You want stronger internal controls and documentation
- You plan to attract investment or undergo due diligence
- You want professional oversight without hiring in-house staff
Appointing a secretary gives you more structure—especially as your business grows.
How to Appoint a Company Secretary
To appoint a secretary:
- Pass a board resolution (if not already authorised in the Articles)
- File form AP03 with Companies House (for an individual) or AP04 (for a corporate entity)
- Update your company’s internal records and statutory registers
We prepare resolutions and file forms for clients enrolled in our secretarial or governance packages.
Can a Director Be the Company Secretary?
Yes, a director can also act as company secretary in a private limited company. However, in PLCs, the secretary must be qualified and independent from certain roles.
We help determine the best structure based on your company type and goals.
Frequently Asked Questions
Can I remove a company secretary later?
Yes. You can file form TM02 with Companies House and update your records. We assist with this process.
Will not having a secretary affect my compliance?
Not necessarily—but someone must perform those duties. Many directors find it easier to delegate these responsibilities.
Does Dragonfly Associates act as company secretary?
Yes. We offer named company secretary services and support clients with filings, register maintenance, and board documentation—subject to agreement.
Stay Compliant Without the Stress
You don’t need a company secretary to run a compliant company—but having one can help ensure your business runs smoothly, especially as it grows or seeks investment.
Dragonfly Associates provides tailored company secretarial services, including register updates, filings, and resolution drafting—offered as part of clearly defined compliance packages.
To discuss your company’s governance needs, contact our team.
