Operations & Finance

Company Secretary Job Description

A Company Secretary looks after corporate governance and the statutory life of the entity. The role convenes board and shareholder meetings, drafts agendas and minutes, records resolutions, maintains the statutory registers, and submits filings to the registrar within their deadlines. It also advises directors on their duties and keeps the compliance calendar honest. The work is precise and evidential, because minutes and registers are the record relied upon years later during a funding round, an audit, or a dispute.

Key skills

Statutory register maintenance and entity record keepingBoard and general meeting administration, notices, and agendasMinute drafting and resolution recordingRegistrar filings and corporate compliance calendar managementShare allotments, transfers, and capitalisation table recordsDirector appointments, changes, and disclosure of interestsCorporate governance advice and board pack preparationEntity management software and secure document control

Responsibilities

  • Maintain the statutory registers and keep entity records accurate and current
  • Convene board and general meetings with proper notice, agendas, and supporting papers
  • Draft minutes and record resolutions promptly and accurately after each meeting
  • Prepare and submit filings to the registrar and other authorities before their deadlines
  • Maintain the compliance calendar and remind directors of upcoming obligations
  • Process share allotments, transfers, and changes to the shareholding record
  • Record directors interests, related party disclosures, and conflicts
  • Support due diligence requests during funding, audit, or transaction processes

Requirements

  • Experience administering company secretarial matters for a comparable entity structure
  • Working knowledge of the corporate law and filing requirements where the entity is registered
  • Precise minute drafting with the judgment to record decisions without recording every remark
  • Reliability against fixed statutory deadlines with no history of late filings
  • Discretion when handling board, shareholder, and transaction information
  • Comfort corresponding with directors, auditors, and external counsel

Nice to have

  • Membership or qualification with a recognized governance body such as ICSI or the Chartered Governance Institute
  • Experience with a group structure containing subsidiaries or overseas entities
  • Exposure to a fundraising round, acquisition, or restructuring
  • Familiarity with employee share scheme record keeping
  • Experience implementing entity management or board portal software

What separates a strong Company Secretary

Ask to discuss minutes in the abstract, since the actual documents are confidential. A capable candidate can explain what belongs in the record and what does not, how they handle a director who wants a remark removed, and how they capture a decision where the board was divided. Then ask how they track deadlines. Someone who describes a maintained calendar with reminders and a second check has been burned by a near miss and learned from it. Also listen for whether they advise directors proactively or only respond when asked, because the advisory half of the role is where the value sits.

Where to source Company Secretary candidates

Company secretarial practices, law firms, and corporate service providers administer many entities and produce candidates with broad filing experience. Governance teams in listed or regulated companies offer depth on board process, though they may be used to more support than a smaller business can provide. Governance institutes and their qualification cohorts are direct sourcing channels. Where the role is part time or the entity structure is simple, an experienced outsourced provider is a legitimate alternative worth pricing before you open a permanent vacancy.

Questions to ask a Company Secretary

Ask what they would review first if they inherited an entity whose registers had not been touched for a year, and how they would bring it back into good standing. Then ask about a deadline they nearly missed and what they changed afterwards. A governance question works well too: a director asks you to backdate a resolution to tidy up a sequence of events, what do you do. That last one is the important one, because the whole role depends on the record being trustworthy even when it is inconvenient.

Red flags when hiring a Company Secretary

Be cautious with candidates who are vague about the filing requirements that apply where your entity is registered, since those obligations are specific and carry penalties. Someone who has only ever filed forms prepared by someone else may not be ready to own the calendar. Treat any relaxed attitude towards dating documents or reconstructing minutes after the fact as disqualifying. Also watch for candidates who cannot separate governance from general administration, because the role loses its value if statutory work simply queues behind office tasks.

How an ATS supports a governance hire

This hire is usually decided by a finance leader or a director rather than a hiring team, and those calendars are hard to align. Pitch N Hire keeps the shortlist, notes, and scheduling in one place so a board level interviewer can review candidates without a chain of forwarded documents. Structured scorecards covering statutory knowledge, minute drafting judgment, deadline discipline, and integrity keep the assessment consistent when only one or two people are interviewing. Because credentials and jurisdiction experience matter here, storing that evidence on the candidate record makes verification straightforward before the offer.

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FAQ

Hiring a Company Secretary — FAQs

What does a Company Secretary do? +
A Company Secretary administers the governance and statutory obligations of the entity. They convene board and shareholder meetings, issue notices and agendas, draft minutes, and record resolutions. They maintain the statutory registers and shareholding records, prepare and submit filings to the registrar, keep the compliance calendar, record directors interests, and advise the board on its duties. They also support due diligence during audits, funding rounds, and transactions.
Is a Company Secretary a legal requirement? +
It depends entirely on where the entity is incorporated and what type of company it is. Some jurisdictions require certain companies to appoint a qualified company secretary, others make it optional, and the thresholds differ by company size and status. Because the rules and the penalties for non-compliance are jurisdiction specific, confirm the current requirement with your corporate lawyer or registrar guidance for the exact entity type before deciding whether to appoint, outsource, or absorb the duties.
What is the difference between a Company Secretary and an Executive Assistant? +
An Executive Assistant supports individual leaders with calendars, travel, correspondence, and priorities. A Company Secretary is a governance role responsible for the statutory record of the entity: registers, filings, resolutions, and board process. The two overlap only in board meeting logistics. Confusing them in a job description is a common error that produces the wrong applicants entirely, so be explicit about which set of responsibilities you are hiring for.
How much does a Company Secretary earn? +
Compensation reflects entity complexity more than headcount. A single simple company is very different from a group with subsidiaries, overseas entities, multiple share classes, or an active transaction pipeline. Formal governance qualifications and listed or regulated experience generally increase pay. Location and whether the role is full time, part time, or fractional all matter. Benchmark against comparable entity structures in your jurisdiction rather than against general administrative roles.
What should a Company Secretary job description include? +
State the jurisdiction of incorporation and describe the entity structure, including any subsidiaries or overseas entities, because that determines who is qualified. Say how often the board meets and whether the role attends and minutes those meetings. Be clear about which filings the role owns and whether external counsel or a corporate services provider is involved. Note any qualification requirement, the reporting line, and whether the position is full time, part time, or fractional.
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