Company Secretaries (COSEC) Cannot Make Decisions for Directors
A Company Secretary (COSEC) can help prepare company documents, but cannot make decisions on behalf of the directors.
Roles & Responsibilities
1. Company Secretary (COSEC)
- A statutory officer
- Reminds directors of legal obligations
- Prepares and files statutory documents
2. Director
- Manages the company's affairs
- Makes company decisions
- Approves, confirms, and signs company matters
3. Compliance Remains the Directors' Responsibility
- Many directors assume that hiring a company secretary means the secretary is responsible for compliance.
- In reality, a company secretary may:
- Remind directors of deadlines
- Prepare the required documents
- But cannot:
- Sign on behalf of directors
- Confirm company decisions
- Approve payments
- Make management decisions
Summary
- Directors are responsible for managing the company.
- A Company Secretary assists with legal compliance and statutory procedures, but cannot replace the directors in making decisions.
