Company Secretarial Services Agreement

❗ PLEASE BE AWARE THAT THE ECONOMIC CRIME & CORPORATE TRANSPARENCY ACT 2023 IS BEING IMPLEMENTED IN PHASES AND MAY CHANGE THIS TEMPLATE.

This Company Secretarial Services Agreement is for use where a private company wants to engage an external service provider (a contractor or freelancer) to provide company secretarial services for a fee, for a defined period.

It is drafted for an independent services arrangement and is not intended to create an employment relationship.

When is this agreement used?

Since 6 April 2008, private companies have not had to appoint a company secretary. However, if a private company chooses not to have a secretary, someone will still need to carry out the functions typically undertaken by a secretary.

Those functions may be performed by a director, or an administrator may be employed to carry out company secretarial-type services as part of their other duties. As the legal and regulatory landscape continues to develop and the role can be important to governance and administration, it may be advisable to have someone on hand to fulfil the types of duties and responsibilities a company secretary is expected to undertake.

An increasingly popular alternative to using a director or employing someone is to engage a contractor or freelancer with relevant expertise to provide company secretarial services. This agreement has been drafted specifically to cater to this type of arrangement.

What does it cover?

• Appointment of an individual or a company to provide services for a specific period, for a fee.
• A defined scope of responsibilities, which may range from administrative functions to providing strategic support and decision making, depending on the size and needs of the company.
• Standard services such as keeping the register of members up to date and filing relevant documents with Companies House, with scope to add to or adjust the service list to suit the company’s requirements.

ECCTA 2023 and authorised filing considerations

The reforms introduced by the Economic Crime & Corporate Transparency Act 2023 require third-party providers who will be carrying out identity checks on behalf of clients for Companies House to first register their business as an Authorised Corporate Service Provider (ACSP).

In the future, businesses will also need to register as an ACSP to be able to file on behalf of clients. This is expected to be in force from Spring 2026. The parties may wish to include a clause in this agreement confirming that the Service Provider is registered as an ACSP.

This has become particularly important following the abolition of statutory registers and the requirement that all the information that was previously included in these registers must now be filed directly with Companies House.

Company Secretarial Services Agreement is part of Corporate. Just £38.50 + VAT provides unlimited downloads from Corporate for 1 year.