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E-Quick Package |
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 £ 32.00 | No Annual Charges | | |
 This is our most popular package with UK residents, and includes:
 The registration of your company from scratch using your own registered office address, and appoint your own candidates to the roles of director, secretary (if needed), and shareholder;
The standard capital on formation is £1,000, this is divided into 1,000 ordinary shares valued at £1.00 each (it is not required to have all of the shares issued, but a minimum of one share must be issued);
The formation of a limited company usually takes as little as four to six hours from the time that your application and payment are received by Coddan;
The government fee for incorporation is included in the price of this package;
The following documents, which need to be printed and signed, will be emailed to you upon formation of your company: A certificate of incorporation (requires PDF file reader);
The memorandum & articles of association (requires MS-Word file reader);
The first meeting of the board of directors (requires MS-Word file reader);
Share certificates and a company register.
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Economy Package |
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| £ 82.00 | Annual Maintenance Fee £50.00 | | |
This is our most popular package with EU residents, and includes: The registration your company from scratch using one of our registered office addresses, and appoint your own candidates to the roles of director, secretary (if needed), and shareholder;
The standard capital on formation is £1,000, this is divided into 1,000 ordinary shares valued at £1.00 each (it is not required to have all of the shares issued, but a minimum of one share must be issued);
The formation of a limited company usually takes as little as four to six hours from the time that your application and payment are received by Coddan;
The government fee for incorporation is included in the price of this package;
 The provision of a registered office address for 12 months is also included in the price of this package (our registered office address service is charged annually);
The following documents, which need to be printed and signed, will be emailed to you upon formation of your company: A certificate of incorporation (requires PDF file reader);
The memorandum & articles of association (requires MS-Word file reader);
The first meeting of the board of directors (requires MS-Word file reader);
Share certificates and a company register.
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Premier Package |
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| £ 131.95 | Annual Maintenance Fee £99.95 | | |
This is another one very popular package for small and medium size businesses, such as those being run by a sole director from home, and for companies owned by overseas residents who still need a local registered office address but would rather not open local offices; This package is often chosen by such customers, who are looking to minimise a sole director personal liability (and who are not quite familiar with the new UK corporate legislation), because this package includes a provision of a nominee secretary for 12 months. This package is also includes: The registration your company from scratch using one of our registered office addresses, and appoint your own candidates to the roles of director, and shareholder;
The standard capital on formation is £1,000, this is divided into 1,000 ordinary shares valued at £1.00 each (it is not required to have all of the shares issued, but a minimum of one share must be issued);
The formation of a limited company usually takes as little as four to six hours from the time that your application and payment are received by Coddan;
The government fee for incorporation is included in the price of this package;
The provision of a registered office address for 12 months is included in the price of this package (our registered office address service is charged annually);
The provision of a nominee secretary for 12 months is also included in the price of this package (our nominee secretary service is charged annually); The following hard bound copy of corporate documents, will be posted to you upon formation of your company: A laminated copy of the certificate of incorporation of your company;
A hard bound copy of the memorandum and articles of association;
A hard bound copy of the minutes of the first meeting of directors;
Share certificates, and your company register.
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Deluxe Package |
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| £ 256.95 | Annual Maintenance Fee £379.95 | | |
The Deluxe business start-up package is our most popular package with international customers, and includes: Incorporation of your company from scratch using one of our registered office addresses, our nominee director and nominee secretary, we will appoint your own candidate(s) to the role of shareholder;
The standard capital on formation is £1,000, this is divided into 1,000 ordinary shares valued at £1.00 each (it is not required to have all of the shares issued, but a minimum of one share must be issued);
The formation of a limited company usually takes as little as four to six hours from the time that your application and payment are received by Coddan;
The government fee for incorporation is included in the price of this package;
The provision of a registered office address for 12 months is included in the price of this package (our registered office address service is charged annually);
The provision of a nominee secretary for 12 months is included in the price of this package (our nominee secretary service is charged annually);
The provision of a nominee director for 12 months is also included in the price of this package (our nominee director service is charged annually); The following two hard bound copies of corporate documents, will be posted to you upon formation of your company: A laminated copy of the certificate of incorporation of your company;
A hard bound copy of the memorandum and articles of association;
A hard bound copy of the minutes of the first meeting of directors;
Share certificates, and your company register;
The general power of attorney signed by a nominee director;
Pre-signed, undated resignation letter from a nominee director;
The agreement for the provision of nominee service and indemnification of nominee.
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| Business Start-Up: Legal Requirements | | |
A private company limited by shares in England and Wales must have at least one director, one shareholder, and may have a secretary.
You need at least one person to form this type of company. If there is only one director, and that director is a natural person in your company, that director can also act as the secretary.
A company must have at least one director who is a natural person. This requirement is met if the office of director is held by a natural person as a corporation sole or otherwise by virtue of an office.
You can register a sole director' company, if you are familiar with the secretaries duties and responsibilities, because all of them belongs to a sole director.
The directors and secretary of your company can also be shareholders.
The Companies Act imposes no restriction on the minimum age of company directors. However Companies House will actively discourage the appointment of anyone under the age of 16 from taking up a company directorship on the grounds that the individuals concerned may not fully understand the legal liabilities that go with the position and for the most part will not have the experience necessary to perform the duties of a company director.
Under the Companies Act 2006, there is no restriction on any or all of the members/shareholders being from an overseas country (i.e. outside the United Kingdom in terms of residency, domicile, citizenship, place of incorporation or all or any of those concepts).
There is no requirement for the officers of your company to be UK citizens or residents, nor for them to hold valid work permits.
Owning, or being an officer of a UK company does not, however, grant you any right to live or work in the UK if you are a foreign national.
Your company must have a registered office address within England or Wales; this is the official address of your company and will be on the public record as such.
Your company must hold its official company documents at its registered office address: its register of shareholders, and its constitutional documents.
So long as you maintain a registered office address in England or Wales, you can conduct your business from any place in the world: you do not have to run your business from your registered office address.
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Company Formation Home Page >> UK Business Registration >> Company Secretarial ServiceCOMPANY INCORPORATION UK & NOMINEE SECRETARY SERVICE. WHAT ARE THE ADVANTAGES TO BEING A LTD COMPANY: COMPANY SECRETARIAL AND COMPANIES SECRETARY FUNCTIONS Would you like to appoint a nominee secretary or director? For companies with one director you are required by law to appoint a company secretary or another director. We can provide you with a nominee secretary for this purpose. Optionally you can appoint a nominee director. Business people are aware that a breach of the rules can lead to companies being struck off and even the prosecution of directors. Delegating the company secretarial work means that directors can be sure that their company is complying with this vastly legalistic area, leaving them to concentrate on their core business. We can perform health checks on company books and records to bring them up-to-date - perhaps in preparation for a sale or merger.
Every English, Scottish and Irish company is required by law to have a company secretary. Company secretaries also work in many other types of organisations, such as charities, trade and professional associations, universities, local authorities and the health service. Company secretaries have a wide range of responsibilities, some of which are defined by law. The company secretary is the company's named representative on legal documents. Beside these legal responsibilities, company secretaries may have other administrative duties. The secretary should also arrange and provide the necessary notice for board and general meetings of the company. The corporate secretary will usually be involved in the practical arrangements for the meeting: for example booking the necessary accommodation and arranging the necessary personnel for the smooth conduct of the meeting and, if necessary, arranging for poll cards.
 Finding and Using Information: The Work of a Company Secretary | Nominee Secretary Service | Basic Types of Limited Liability Company | Role of Company Secretary in Company | Nominee Secretarial Service - How Its Working | Duties of a Company Secretary | Charitable (Non-Profit) Companies Secteray Duties |
Every limited company must have a secretary (Companies Act 1985, section 283) who will perform a variety of tasks crucial to the smooth running of the company, which includes ensuring that the company's statutory obligations are complied with. The Companies Act requires a minimum of two officers to be appointed at all times. If you are in business on your own it can often be difficult to find someone else to take on the role of company secretary as they maybe unsure of there legal obligations and responsibilities. Upon SPECIAL request, we may provide nominee secretarial and registered address services across the United Kingdom (in any city or town) and we may provide you a telephone number with call forwarding from any UK city and town.
I Want to Calculate My Order » This Interactive Form Will Calculate Your Company Costs and Shipping |
A company secretary manages the processes involved with developing and implementing company legislation, regulation and best practice. Working in a wide range of sectors, they are responsible for ensuring that board members are properly advised of their responsibilities by co-ordinating the proper and efficient flow of information to them. They are closely involved in the decision-making process, frequently ensuring the implementation of board decisions.
By making sure that legal and regulatory requirements are covered, company secretaries provide the basis from which companies can successfully operate and develop. The role varies according to the nature of the company and sector. The work of a company secretary covers a wide variety of functions and is partly dependent on the individual company for which they work. Typical work activities include:
Organising, preparing agenda for, and taking minutes of, meetings;
Dealing with correspondence before and after meetings, collating information, writing reports, ensuring decisions made are communicated to the relevant people;
Ontributing to meeting discussions when required and advising members of the legal, governance, accounting and tax implications of proposed policies;
Monitoring changes in relevant legislation and the regulatory environment and taking appropriate action;
Liaising with external advisers, such as lawyers and auditors;
Developing company contracts;
Managing insurance and property issues;
Developing and overseeing the systems that ensure that the company complies with all applicable codes as well as its legal and statutory requirements.
The Work of a Company Secretary:
The work of a corporate secretary in a registered private or public company may be more specialised than in a smaller company. For secretaries working within registered companies, particularly large PLCs, the liaison role between management and shareholders, and compliance, may make up a major part of the company secretary's work. The company secretary would also be fully involved in share issues, mergers and takeovers. This could include:
Maintaining the register of shareholders;
Monitoring changes in share ownership of the company;
Paying dividends;
Administering share option schemes;
Arranging the annual general meeting and co-ordinating production of the annual report;
Monitoring the administration of the company's pension scheme;
Overseeing and renewing insurance cover for employees, equipment and premises;
Engaging in contractual agreements with suppliers and customers;
Managing office space and property and dealing with personnel administration;
Overseeing public relations and aspects of financial management.
The Following are Links to Our Website Pages that Visitors and Customers May Find Useful and Informative: Flat Management Company | Public Company | Holding Company | Non-Profit Company | Nominee Director | Nominee Shareholder | Nominee Secretarial | Registered Office Address | Vat Registration | Trademark Registration | Arrange a Bank Account | Notarisation & Apostille | Ready-Made Companies | Company Formation Florida | Company Registration New York | Company Formation California | Incorporate in Nevada | Limited Company Formation BVI | Company Formations Cyprus | Belize Company Incorporator | Register Company in Gibraltar
Nominee Secretarial Service:
At the time of your company registration or at any time thereafter Coddan can be appointed as your nominee secretary if required. Our annual fees for nominee company secretary appointment are £75.00. Our annual fee includes the cost of processing the company's Annual Return each year. If you would like us to undertake specific nominee secretary services then we will quote you the likely fees either on an annual or task-by-task basis. As your Company Nominee Secretary, we will prepare other documents in respect of changes to the UK company structure as and when they occur. If you have any questions please E-Mail or call us: Call FREE 0800 081 1510, Overseas Residents: +44 845 020 4269 or +44 20 7748 3039, Fax: +44 20 7681 3318.
Such matters will include allotment of shares, transfer of shares and appointments and resignations of officers. The service is primarily designed to help people keep non-trading companies fully compliant with the law - when trading commences the service can be upgraded to include accountancy and other relevant services. The nominee company secretary service is ideal for sole directors unable to find someone to take on this role. It means you can still operate an English limited company as sole director and shareholder whilst benefiting from the excellent support of a professional company. For non-UK residents this service often proves invaluable as Coddan are familiar with UK authorities and procedures. Our professional and experienced staffs can provide company secretary services to your company. It includes:
Acting as company nominee secretary of your company;
Assisting and advising on establishment of new companies overseas;
Organising and witnessing required meeting of directors and shareholders alongside preparation of minutes;
Advising you on the appropriate legal procedures to change the officers of the company, change shareholdings, amend the accounting reference date, declare a dividend, etc.;
Advising you of directors' responsibilities;
Maintaining your statutory Registers (keeping the registers required by law);
Maintaining your statutory Minutes;
Attend Board and General Meetings to advise you on procedure and to take minutes;
Acting as the company's Registered Office (Using its address as your company's registered office);
Filing all necessary accounts, forms, returns and resolutions on the public record at Company's House;
Advising and assisting you with your tax compliance obligations;
Giving guidance on compliance and the information which must be notified to the Registrar of Companies;
Providing the documents (including notices and minutes) relating to company's annual general meetings, directors' meetings and extraordinary general meetings;
Reminding you, and/or your accountant, of the filing deadline for accounts;
Issue and transfers of Subscriber Shares;
Changing company name;
Changing of company registered address;
Share allotment;
Applying for Deregistration of a Company;
Dissolving the company;
Assisting start-ups with all of the other aspects of starting a business;
Amending Articles of Association for taxation, practical or commercial reasons;
Advising in relation to the legality of dividends.
Check Also » Nominee Director - Nominee Secretary - Nominee Shareholder. Click here for a full Comparison Rate schedule. At both levels of service we are here as the recorded company secretary at Companies House to sign legal documents as an officer of your company. We also take the burden of the routine tasks of the company secretary off you including preparation of the Annual Return and all form filling for Companies House.
With our new online electronic company registration services you now have more choice on how we form your UK Limited Company. Use our electronic formation service to register your new UK Limited Company. If you want to become familiar with the description and the contents of the UK company registration packages, offered by Coddan CPM LTD and to find above, what kind of service is included in this or that companies registration package, to get an idea about the price of annual renewal of the service, and about the general legal requirements to the company incorporation within United Kingdom, please, select the package you need from the list, situated below the banner at the top of this page. The information in the banner will be renewed according to the package you've chosen.
Live Help » Live Help is a real time "chat" feature which enables you to interact with a customer service representative without a phone call. Get answers to your questions while using our website. Clicking the "Live Help" button will start an on-line session with one of our representatives. Live Help is currently available during normal business hours. Outside of the above opening hours our business center will be closed. When you click on the button you will see an e-mail form that will allow you to send us a mail with your questions. Live Help is absolutely free! There are no hidden fees. We offer the service as a courtesy to our website visitors.
Dear visitors, while having a chat session with a customer, we are frequently requested to give a piece of advice on tax planning or business structuring. We would like to inform you that it is against our principles to provide online advice pertaining to these issues. The points that may be covered during a session include service description, package or service price, navigation at our website, ways of making an order, methods of payment etc. Yet, if you wish us to provide you with advice on tax or business structuring, you should be aware that this service is chargeable.
BASIC TYPES OF LIMITED LIABILITY COMPANY: Private Company Limited By Shares - most common type of company in the England & Wales. The principal purpose is to earn profits for the shareholders who may or may not be the same as the Director(s) or Secretary. These companies can be formed and registered with as little as One Pound (£1.00). In most cases, they adhere to a standardized format and are remarkably inexpensive.
You may use this form to register a new private limited company » E-Quick UK Private Company Incorporation Package  |
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| General Advantages Of Limited Liability Companies:
1. Liability is, in the vast majority of cases, strictly limited to the investments made by the shareholders.
2. Company Officers are not personally liable for their actions unless, in most instances, there is a clear and serious breach of their fiduciary duty.
3. Ironically, despite the limited liability, such entities often benefit from greater prestige than their sole proprietorship or partnership counterparts. The reason is probably because such an enterprise normally requires more planning and thus is deemed more credible.
4. They often benefit from significant tax advantages. In fact, many countries around the world give exclusive tax incentives to this type of entity.
5. The rights of shareholders are normally clearly defined and protected. Promotes good record keeping.
6. Corporate taxes only become payable after the end of the financial year. This means that money that would otherwise be taxed on a monthly or quarterly basis is available to earn further money before the final payment of tax.
7. You must appoint a minimum of 1 Director.
8. Directors can be corporate bodies or private individuals.
9. A Director can be of any nationality.
10. All companies must appoint a company Secretary. A Secretary can be of any nationality.
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The most important differences are that there must be a minimum paid up capital of at least £50,000.00 with, at least, one quarter of that sum being immediately and fully paid up. Penalties for non-adherence to the provisions of the Companies Act 1985 are also higher. The cost of a non-listed and standard format PLC will vary from £350.00 to £700.00.
However, the cost of forming a public listed company can run into hundreds of thousands of Pound's since the legal documentation (the Memorandum & Articles of Association) will always need to be specially drafted and the admission rules set out in the Yellow Book (which outlines the requirements for public listing) will have to be adhered with. The latter requiring the services of underwriters, accountants and lawyers - If you think that you may require this type of company please contact our offices by e-mail or by telephone.
You may use this form to organise a new public limited company » E-Quick UK Public Company Package |
A Company Limited By Guarantee. This is a company, which has not been established to earn profits for its members but rather to carry out a particular purpose. Charitable, housing and organizational associations most commonly use this type of vehicle. The price of such a company will vary greatly depending on its intended use. If you think that you may require this type of company please contact our offices by e-mail or by telephone.
You may use this form to set-up a new guarantee company » E-Quick UK Guarantee Company Package |
We would be happy to provide you with nominee services (Nominee Director, Nominee Shareholder, and Nominee Secretary) when incorporating the new company. Every limited company must have a company secretary (Companies Act 1985 section 283) who will perform a variety of tasks crucial to the smooth running of the company, which includes ensuring that the company's statutory obligations are complied with. We will act as your nominee secretary or as a joint company secretary to ensure you are compliant with the Companies Act. As a rule, the corporate secretary does not have any involvement in the day-to-day operation of the business and does not become a signatory to any bank accounts.
Role of Company Secretary in Company:
The secretary, very broadly speaking, is usually responsible for administrative matters concerning the company. It is generally the duty of the secretary to maintain official company minute books, statutory registers and prepare and lodge any necessary returns required by Companies House, such as changes to directors and filing of Annual Returns and accounts. The secretary is answerable to the directors, and is often called upon to keep the directors advised of changes in company law affecting the running of the company. Whilst the secretary can be held personally liable for non-filing of Companies House returns, in practice it is generally the directors upon whom this responsibility lies. The secretary can be resident anywhere in the world and can be of any nationality.
Any appointment and changes of directors or company secretary must be notified to the Companies Registry (Forms 288 (a), 288 (b) and 288 (c)) and properly documented. If yours is a public company, you must have a company secretary who is suitably qualified and experienced to perform his duties. Specifically he or she should have a legal, accounting or company secretarial qualification or sufficient experience in a comparable job to perform the duties inherent in the position.
In a private company the company secretary does not have to hold formal qualifications - however, the directors of a private company would be failing in their duties if they appointed a company secretary who did not have the appropriate skills and experience. The directors must appoint at least one person to serve as company secretary. A person here includes a company and it is common within a group of companies to have a service company within the group acting as company secretary to other group companies.
We can provide a fully comprehensive nominee secretarial service for private companies and limited liability partnerships including their formation, on-going maintenance of statutory records, organizing and witnessing required meeting of directors and shareholders alongside preparation of minutes. If appropriate, you can select our offices as your registered office. We check documents that we receive, determine what action is required and notify director(s) as appropriate. We will of course assist you with changing company name, alternation of director or secretary and applying for deregistration of limited company.
Our experienced nominee corporate secretaries will assist you with personalized corporate secretarial advice and services: register representative and branch offices, prepare annual general meeting documents and file annual returns, effect changes of Board of Directors and their particulars, prepare routine resolutions, prepare documents to effect an increase in authorized share capital, allotment of shares, change of auditors, change of company name, amendments to the Memorandum and Articles of Association and file necessary returns with Companies House. Nominee secretaries are often appointed in order to fulfil this role in a professional capacity. We can provide nominee services for clients who are looking to incorporate a company but they do not have the requirements of TWO persons in order to complete the incorporation. On the other hand we help our international clients overseas by providing them with an officer of the company at an affordable fee.
Clients who use the company secretarial service can be sure that all the requisite Annual Forms and returns will be properly filled out and lodged with the Companies Registry in due time. Our annual fee includes the cost of processing the company's Annual Return each year. Our one off fee is all-inclusive for the 12-month period with no hidden charges.
IMPORTANT NOTE: Coddan can provide a nominee secretary for your private company or for your limited liability partnership. The nominee company secretary service is ideal for sole directors unable to find someone to take on this role. It means you can still operate a limited company as sole director and shareholder whilst benefiting from the excellent support of a professional company. Our annual fee includes the cost of processing the company's Annual Return each year. Our one off fee is all-inclusive for the 12-month period with no hidden charges.
If you wish to keep your name off the Public Records, so that it is easy to discern that you are involved with a company, then this is the service for you. The nominee will sign all corporate documents, except those that are not lawful or that bring personal liability to the nominee. There is a yearly charge for the nominee service. By appointing our corporate nominee director you can remain anonymous from your company, as no personal details will be recorded at Companies House. This service has been designed to allow our clients to retain their privacy for legitimate reasons in a world where your personal information can easily be obtained by anyone that knows where to look. This service is not to be used for any illegal purposes.
You will still control the company as an authorised representative (by General Power of Attorney) but it will not be possible to search Companies House records to identify you. This General Power of Attorney gives the Attorney authority to take decisions and actions on behalf of the company. These include buying or selling property or shares, signing cheques etc. This General Power of Attorney allows the Attorney to open, operate and close any bank or building society account in the company's name, and a Power of Attorney that allows the Attorney to sign cheques on behalf of the company.
THE COMPANY SECRETARY USUALLY UNDERTAKES THE FOLLOWING DUTIES: Maintaining the statutory registers. These are: the register of members (section 352); the register of directors and secretaries (section 288); the register of directors' interests (section 325); the register of charges (section 407 or 422 for Scottish companies); and for public companies only, the register of interests in shares (section 211).
Ensuring that Statutory Forms are filed promptly. You cannot simply send a letter to notify the Registrar that you wish to change the situation of the company's registered office or that changes have occurred among directors or secretaries or their particulars. You should normally use forms 287 and 288 (a, b or c) as appropriate. You may also use the Annual Return Form 363s in some circumstances if the return is due at the convenient time. Changes of directors' and secretaries' details must be notified within 14 days. There are many other forms that need to be delivered to the Registrar.
Providing Members and Auditors with Notice of Meetings. You must give them 21 days written notice of an annual general meeting. You must give them 14 days written notice of a meeting, which is neither an annual general meeting nor a meeting to pass a special resolution. If you are the secretary of an unlimited company, the written notice required is 7 days.
Sending the Registrar copies of resolutions and agreements. You must send him copies of every resolution or agreement to which section 380 applies, for example special and extraordinary resolutions, within 15 days of them being passed. Supplying a copy of the accounts to every member of the company, every debenture holder and every person who is entitled to receive notice of general meetings - also copies demanded by anyone under section 239 of the Act. You must send accounts at least 21 days before a meeting at which they are to be laid - see section 238 of the Act.
Keeping, or arranging for the keeping, of minutes of directors' meetings and general meetings. Ensuring that people entitled to do so can inspect company records. For example, members of the company and members of the public are entitled to a copy of the company's register of members, and members of the company are entitled to inspect the minutes of its general meetings and to have copies of these minutes.
Custody and use of the company seal. Companies no longer need to have a company seal but if they do, the secretary is usually responsible for its custody and use. As the secretary is an officer of the company under section 744 of the Act, they may be criminally liable for defaults committed by the company. For example failure to file - in the time allowed - any change in the details of the company's directors and secretary, and the company's Annual Return.
The secretary may also have to make out a statement of the company's affairs if an administrative receiver or a provisional liquidator is appointed, or if a winding-up order is made. (Sections 47 (Section 66 for Scotland) and 131 of the Insolvency Act 1986.)
Failure to carry out some of duties can result in the company being charged a considerable amount of money or even in the directors being prosecuted. To help you avoid this we provide a secretarial service to ensure that these statutory requirements are fulfilled, we fulfil all filing requirements on your behalf, so the company's records are kept fully up to date at all times. We prepare non-trading accounts, prepare and file annual returns. As your nominee secretary, we will prepare other documents in respect of changes to the company structure as and when they occur. Such matters will include allotment of shares, transfer of shares and appointments and resignations of officers.
He or she normally takes charge of ensuring that any documents which need to be sent to Companies House are sent on time. The secretary can also be a director, and therefore have the same responsibilities as the other directors. If the secretary isn't a director, he or she is still is an officer of the company and is responsible for it's actions (with the exception of the companies accounts, which are the personal responsibility of the directors).
Amongst other things, the company secretary of any company is responsible for: completing and filing the Annual Return; filing the Annual Accounts; maintaining the registers that a company is required to keep by law. Filing information on changes in directors' (secretaries') details; filing information on appointment/resignation of directors and secretaries. Filing information on change in registered office; filing information regarding changes in shareholdings and share structure. Issuing share certificates; issuing dividend vouchers. Making arrangements for company meetings and maintaining the minute book.
At our disposal we have a state of the art database, which ensures that our service is cost effective, efficient and readily accessible to you. You will be relieved of these administrative and compliance burdens, giving you more time to concentrate on the business of managing your company. Keep us informed of any changes and we will do the rest. If you do so, our service will ensure you avoid the consequences of non-compliance i.e. penalties, prosecution or your company being struck off the register.
Let Coddan take away some of the administrative burden of running your company. We will deal with Companies House on your behalf and file the company's Annual Return included in the annual fee. We will also be on hand to offer business advice throughout the year in our role as nominee company secretary. Do you only have one person involved in your company? We act as your company nominee secretary and you need not involve anyone else in the company as this satisfies the legal requirement of for two company officers. If you are using our registered office service it is then convenient to keep the company registers at our offices to. This service is required if you wish to remain anonymous.
The nominee secretary service will need to be renewed after one year. You will be contacted regarding confirmation of the following details: the filing of the Annual Return, and renewal of the service. Even where we are not your company secretary, we are able to provide a full company secretarial and support service, providing documents and forms preparation etc., as required. We designed our business start-up packages to provide the most valuable features and services for the lowest price. Our incorporation packages include the most commonly requested products and services most of our customers need, but we also offer a variety of additional options. You can add these additional options to your package when you order, or as needed.
CHARITY SECRETARIES: Charity secretaries (the company secretary within a charitable company) are responsible for ensuring that charities are run within the law and the terms of the governing document. The status and exact role of the Charity secretary will vary from one organisation to another, but common functions will be to support the board to find their way through the maze of law, governance and good practice and to facilitate effective meetings. The Companies Act requires all limited companies (and therefore charitable companies) to have a company secretary, but all structures of charity can benefit from a secretary.
SUPPORTING THE BOARD: Charity boards often represent a range of skills and experience, but few will be fully conversant in all the legislation affecting the charity and the provisions of the governing document. A key element of the Charity secretary's role is to support the board in this respect. The secretary is custodian of the governing document and as such is responsible for ensuring that board meetings, annual general meetings and extraordinary general meetings are run effectively and in accordance with the provisions of the governing document. The Charity secretary is also responsible for legal compliance. This aspect of the role includes ensuring that trustees have the right information to enable them to make informed decisions and fulfil their responsibilities.
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FUNCTIONING OF THE BOARD: Charity secretaries' duties in this area include: ensuring the correct appointment of trustees, that they are: not disqualified in law. Eligible to be trustees under the provisions of the governing document. Appointed according to the procedure laid down in the governing document. Organising the induction of new trustees.
Arranging and administrating meetings of the board and any subcommittees. This duty includes: practical arrangements for the meeting; developing the agenda with the chair; ensuring that the agenda and other papers are circulated to all members in good time for the meeting. Ensuring meetings are properly convened, constituted and quorate. Providing trustees with any additional information necessary to facilitate decision making, including Informing them of their powers and duties under the governing document. Confirming decisions, drafting minutes, monitoring the implementation of trustees' decisions.
Writing letters arising from committee meetings, receiving correspondence and acting promptly on information received. Keeping stock of informative literature (policy statements, back copies of magazines to be given or sold to prospective members or other interested parties) and keeping records of membership. Charity secretaries will fulfil a similar role in relation to meetings of the members, such as Annual and Emergency General Meetings.
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COMPLIANCE: As well as a thorough knowledge of the governing document, Charity secretaries will have a good understanding of charity law and company law. Whilst they may not know the detail of other relevant legislation, such as employment law, health and safety etc., they understand the basic principles and are able to identify potential areas of contention and seek further advice when necessary.
In terms of supporting the board, duties may include: providing legal guidance and advice - the Charity secretary should be able to answer trustees' queries relating to company and charity law and access further information in relation to more complex questions in these and other areas of the law. Explaining property issues, including charity law requirements regarding the disposal of land. Fulfilling insurance requirements, such as public and employer's liability insurance, as well as the more obvious property insurances. Developing and implementing a process of legal health check and review, for example, auditing the governing document, reviewing property leases, monitoring employment and personnel procedures. Ensuring compliance under contractual arrangements, and under company and charity law, including the provision of information to regulators.
In charitable companies limited by guarantee, the Charity secretary is legally responsible for submitting information to Companies House. The Charity secretary can incur personal liability if s/he breaches certain requirements under the Companies Acts. The penalties for such breaches include fines and imprisonment. The Charity secretary may also be liable for claims from the charity for damages and compensation for losses incurred as a result of his/her negligence. An important characteristic of the Charity secretary's role is to serve as the conscience of the charity, acting with integrity in following the law and the governing document. On occasion, this may bring the Charity secretary into conflict with the wishes of the trustees. In such cases the secretary must exercise a degree of independence and act according to the law and his/her professional judgment. This is particularly important given the potential consequences to the Charity secretary of failure to comply with the law.
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U.K. Limited companies
Company Secretarial Service
