Guidance Note: Company Secretary in a Private Company

This Guidance Note is a practical ‘how to’ guide for UK private companies on whether a company secretary is required, how to appoint one, and what the role and duties typically involve.

It is intended as a useful aide-memoire for someone new to the company secretary role, or for an employee in a small company who has been given responsibility for company administration.

What this Guidance Note helps you do

• Understand whether your company is required to have a company secretary.
• Work through the key steps and considerations when appointing a company secretary.
• Identify the core duties commonly associated with the role in a private company context.

Key topics covered

• The requirements under the Companies Act 2006.
• What to consider where the company’s articles pre-date the Companies Act 2006.
• The necessary filings at Companies House.
• Updates reflecting changes introduced by the Economic Crime & Corporate Transparency Act 2023, as they relate to a company secretary.

When this Guidance Note is most useful

• If you are deciding whether to appoint a company secretary and want a practical overview of the role.
• If you are appointing a company secretary for the first time or replacing an existing secretary.
• If you need a concise reference point on filings and routine company administration tasks.

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