Corporate secretary in Singapore

Corporate secretary in Singapore

Who is the corporate secretary, and what does this person do? It is a key person of the enterprise who can be considered as a multi-tasking top manager with a variety of duties. The status of a corporate secretary is in many ways close to the position of a director, although it is lower in its hierarchical position.

Duties of a company secretary. The peculiarities of the legal status of the scorekeeper are revealed, firstly, through the analysis of the duties assigned to them. The functions of the corporate secretary are related to the organization of the work, the general meeting of shareholders, and the entire firm.

The scorekeeper is an executor, an organizer who performs all the preparatory work related to the exercise of corporate powers by the top management bodies of the firm. The range of their tasks is wide.

Before enhancing your firm in this country, you should study in advance how to hire a skilled corporate secretary. Having such a significant employee will help you succeed in the deals and avoid a lot of routine and unpleasant faults that can upset you. The corporate secretary will help you solve problems, coordinate, and ensure communication between each other’s governing bodies. In addition, the secretary will plan programs for activities.

company secretary Singapore

The duties of a company secretary

The duties of a secretary are spelled out in the job description, contract, statutory documents of the company, and in secretary regulations

A scorekeeper:

  • Coordinates the activities of the management institutions of the enterprise and ensures that they maintain contact with each other.
  • The secretary organizes preparation, holds a general meeting of shareholders, sets the agenda, keeps minutes, monitors the implementation of resolutions adopted by the participants.
  • Monitors compliance with established procedural rules, requirements, prescriptions.
  • Performs the function of planning, drawing up short and long-term programs of activities.
  • Carries out operational management of the staff of the apparatus and the relevant divisions.
  • Controls the adherence to formal procedures: notification, voting, execution of decisions, bringing them to the attention of interested parties, and so on.
  • Organizes the storage of seals, statutory documents.
  • Performs other functional duties directly or indirectly related to the tasks assigned to the scorekeeper.
  • Provides interaction with supervising entities and regulatory bodies.

Among the leading powers of the corporate secretary is the informational direction of its activities. The proper and well-timed notification of shareholders and top management of the organization directly affects the quality and efficiency of decisions and acts taken by the governing bodies.

Functional duties of the corporate secretary

 Using information about the functional responsibilities of the secretary, you can describe the functionality for any of the specialists: secretary-assistant, administrator, clerk. The functional duties of the secretary can include both standard secretarial functions and special ones that a clerk or an assistant needs. The primary duties on this position include:

  • telephone conversations;
  • firm trips;
  • work with visitors in the reception; conduct and maintenance of conference events;
  • execution of decisions, monitoring the execution of orders; maintaining the functional working space of the reception and CEO office;
  • information interaction of the head with departments and officials of the organization;
  • work with documents in the manager’s reception;
  • storage of documents;
  • development of local regulations governing the work of the scorekeeper;
  • preparation and execution of management documentation;
  • company secretarial services fees;
  • assisting the manager in planning working hours;
  • scheduling the scorekeepers working day, providing the manager with information.

Corporate secretary regulations

The scorekeeper is responsible for:

  • reception, registration, sending, and processing of incoming/outgoing correspondence;
  • protocol part;
  • announcement of decisions to all interested parties: both individuals and government bodies, institutions, and organizations;
  • preparation of letters, certificates, and resolutions;
  • constant communication with investors;
  • disclosure of public information about the firm, publication of statutory reports;
  • strict adherence to data confidentiality and trade secrets;
  • company secretarial services fees;
  • early detection of possible violations; notification of the revealed facts to authorized persons, competent authorities.

Consequently, the meaning of corporate secretary is come out from the functional duties they perform; all these form the special status of the position.

Requirements for corporate secretary Singapore

Requirements for a corporate secretary in Singapore 

In practice, a corporate secretary has too many duties; they should be well-qualified. Otherwise, they will not be able to perform all the tasks assigned to them correctly. 

Legislatively, the list of prerequisites for holding the position of scorekeeper is not regulated. Nevertheless, in practice, a set of strict requirements are imposed on candidates for this position. It can be conditionally divided into several groups:

  • The appropriate education in one of the profile specialties: law, economics, and management. Often, one of the main criteria for the corporate secretary is to know any foreign language. English is preferable, but it depends on the firm and, it will be a benefit to know several languages. 
  • To have excellent knowledge in corporate law, management, accounting; it is expected to be experienced in information technology and communications; to maintain a high level of business etiquette.
  • Personal qualities: to be disciplined, unprejudiced, multitasking; to have exceptional communication skills, diplomatic and organization skills.

Individuals, who are shareholders or executives of the main enterprise or its subsidiary, cannot apply for the position of corporate secretary.

To hire a secretary, you need consent to act as a secretary template.

The corporate secretary bears double responsibility for work results if there is any misconduct; disciplinary measures can be applied to them as an employee and specific civil sanctions related to the specifics of the legal situation. Usually, such cases are regulated by the contract, job description, and other related documents. At the same time, the secretary is equally responsible to the enterprise’s shareholders.

The importance of a secretary in a joint-stock firm and enterprises of a different organizational and legal form can hardly be overestimated, as they act as a top administrator and a defender of the participants’ rights. They ensure, within their powers, compliance with the requirements of legislation, regulations, and organizational regulations. Thus, the functions of the scorekeeper can be summarized in the provision of legality, efficiency, practicality, and transparency of activities of other types of entities.

How to terminate a corporate secretary?

Under the Companies Act, every firm must appoint a local secretary within six months of its incorporation.

Why an employer should consider the resignation of the company secretary? The secretary is a significant figure, who should make everything perfectly. So, the mistake can take a poorly-qualified secretary position.

What may indicate the poor-quality work of your current worker:

  • The secretary confuses dates, forgets about appointments, conferences; keeps the reports badly.
  • There are no advisory services on the regulation of your company and amendments to the current documentation.
  • Improper performance of duties and, as a consequence, the firm has to pay fines and penalties. 
  • The secretary revealed the firm’s secrets. 

Termination and appointment of a secretary 

In Singapore, when the secretary was appointed, they must sign Form 45B giving their consent to the appointment.

  1. In case of resignation, the secretary must sign a resignation letter.
  2. The Board of Directors must prepare a Board Resolution on the resignation of the current secretary and appoint a new scorekeeper.
  3. Notification about changes must be sent to ACRA within 14 days from the date of decision-making.
  4. Educate the new secretary about all deals, necessary records, and registers of the firm.

FAQ

Who is a corporate secretary?

According to the Corporate Governance Code, the corporate secretary is an employee of a joint-stock company who ensures interaction with shareholders, coordination of the company’s actions to protect the rights and interests of shareholders, and the work of the board of directors.

Who can be a corporate secretary?

The position of corporate secretary can hold only a resident of Singapore: citizen of this country, or an alien who’ve got the Employment Pass or Dependent Pass.

How much does a company secretary cost in Singapore?

A corporate secretary in Singapore must earn at least $42,000 per year.

Who does the corporate secretary report to?

The corporate secretary is functionally subordinate to the Board of Directors and administratively subordinate to the company’s sole executive body (general director, president, chairman of the board).
 

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