Company Secretary – Appointment, Termination & Role

This section brings together templates for the appointment, termination, role and authority of a company secretary in a private company.

It includes a detailed Guidance Note on when a company secretary is required, what they do and how to appoint one, as well as resolutions, board minutes, Companies House forms and supporting letters. The content has been updated to reflect changes introduced by the Economic Crime and Corporate Transparency Act 2023 (ECCTA), including new requirements for those filing documents at Companies House.

A separate Company Secretarial Services Agreement is provided for businesses that wish to appoint an outsourced company secretarial service provider, rather than employing a secretary directly.

For company secretaries who are neither officers nor employees of a company (for example, a third-party service provider carrying out identity checks and filings for clients at Companies House), there are new rules on registration as an Authorised Corporate Service Provider (ACSP). In future, businesses that provide filing services for others will also need to register as an ACSP.

❗ The ECCTA will require a company secretary who is an officer or employee of a company to be identity verified in order to file documents at Companies House on the company’s behalf. As yet there is no date as to when this will be in force. It will not be in force before November 2027 and Companies House has stated that it will give at least six months' notice before the new requirements come into effect.

Except for the Company Secretarial Services Agreement, the templates in this section assume that the company secretary is an officer or employee of a UK SME private company.

When To Use These Templates

Use these templates when you are:

• Deciding whether your company must have a secretary and what the role involves.
• Appointing a company secretary for the first time or replacing an existing secretary.
• Outsourcing the company secretarial function to a third-party provider.
• Amending the articles of association to remove provisions that require a company secretary.
• Putting in place board approvals and evidence of authority for a secretary, director or PSC to file at Companies House.
• Ending a secretary’s appointment or updating the secretary’s details at Companies House.

🔀 Document Toolkit: Typical Sequence (may vary)

A typical sequence might be:

Step 1 - Check requirements and role
Use the Guidance Note: Company Secretary in a Private Company to confirm whether the company must have a secretary and what duties the role will involve.

Step 2 - If removing the requirement in the articles
If the articles require the company to have a secretary and the company wants flexibility, use either the Shareholders’ Special Resolution or the Written Resolution to amend the articles. For supporting templates and guidance on amending a company’s constitution (including changes to articles), see Amending Company Constitution.

Step 3 - Appoint the secretary

• The board approves the appointment using Board Minutes – Appointment of Secretary.
• The proposed secretary signs the Consent to Act (Confirmation from Company Secretary).
• File the relevant Companies House form: AP03 (individual secretary) or AP04 (corporate secretary).

Step 4 - Give authority to file and comply with ECCTA changes

• Use Board Minutes to Approve Company Secretary Filing on Company’s Behalf at Companies House to record the board’s authority.
• Where the secretary files on behalf of a director or PSC, put in place the Request Letter of Authority and the Confirmation from Director/PSC for Co Sec to File on Their Behalf at Companies House.
• If the secretary is an outsourced provider, ensure ACSP considerations are taken into account and that identity verification requirements are met.

Step 5 - End the appointment or update details

• If the secretary resigns, use the Letter of Resignation - Secretary and notify Companies House via TM02.
• Use CH03 or CH04 to notify Companies House of any change to the secretary’s details.

Benefits of Using Simply-Docs Company Secretary Templates

✅ Provides a joined-up set of documents to manage the company secretary role from appointment through to termination

✅ Helps you record board and shareholder approvals properly and use the correct Companies House forms and letters

✅ Supports compliance with Companies Act 2006 requirements and the ECCTA regime on verified and authorised filers

✅ Written in plain English for SME private companies, saving time and reducing the risk of gaps in the paperwork

Company Secretary – Appointment, Termination & Role is part of Corporate. Just £38.50 + VAT provides unlimited downloads from Corporate for 1 year.