Company Secretary Job Description

Company Secretary Job Description

The Company Secretary is the organisation’s principal officer for corporate governance, statutory compliance and board administration — ensuring the company meets its obligations under the Companies Act 2006, maintains accurate statutory records, and that the Board operates effectively and in accordance with its own governance framework. Adrian Lawrence FCA, founder of FD Capital and a Fellow of the ICAEW, leads FD Capital’s governance and senior finance recruitment practice. Our network includes Company Secretaries, Chartered Governance Professionals and part-time Company Secretaries for listed companies, FCA-regulated businesses, PE-backed groups and privately owned organisations across the UK.

This page provides a comprehensive Company Secretary job description — covering responsibilities, qualifications, salary benchmarks and career path — for organisations drafting a role specification, candidates building a career in governance, or businesses evaluating whether a full-time, part-time or fractional Company Secretary is right for their governance needs.

Call 020 3287 9501 or email recruitment@fdcapital.co.uk. Shortlists typically delivered within three to seven working days.

What Does a Company Secretary Do?

The Company Secretary — formally titled Secretary under the Companies Act 2006, and increasingly described as Chartered Governance Professional or Head of Governance in larger organisations — is an officer of the company with specific statutory duties. In public companies and large private companies, the role is a substantial senior appointment reporting to the Chair and CEO. In smaller private companies, the Company Secretary function is often combined with a finance or legal role, or provided on a part-time or outsourced basis.

The Company Secretary’s core purpose is to ensure the company is governed effectively, legally and transparently — advising the Board on governance obligations, facilitating effective board meetings, maintaining statutory registers and filings, and acting as the primary point of contact between the company and its shareholders, Companies House, the FCA (where applicable) and other regulatory bodies.

In the UK, all public companies are legally required to appoint a Company Secretary under the Companies Act 2006. Private companies are no longer required to have one, but most businesses of any scale appoint a Company Secretary — or engage one on a part-time basis — given the breadth of statutory and governance obligations involved. See our Company Secretary recruitment page for current mandates and availability.

Key Responsibilities

Board Support and Meeting Administration

The Company Secretary is responsible for the smooth operation of the Board and its committees — planning the annual board calendar, drafting agendas in consultation with the Chair and CEO, preparing and distributing board papers on time, attending and minuting board and committee meetings, and maintaining a clear record of decisions and actions. The quality of board administration directly affects the effectiveness of board decision-making and is one of the most visible aspects of the Company Secretary’s work. The Chartered Governance Institute UK & Ireland (CGI) publishes guidance on best practice in board support and meeting administration.

Statutory Compliance and Companies House Filings

The Company Secretary is responsible for ensuring the company meets all its statutory obligations under the Companies Act 2006. This includes maintaining the statutory registers — including the register of members, register of directors, register of persons with significant control (PSC register) and register of charges — filing annual confirmation statements, financial statements and notifiable changes with Companies House, and ensuring all officer appointments, resignations and changes are correctly filed within the required timescales. Failures in statutory compliance can result in personal liability for directors and company officers.

Corporate Governance Framework

In listed companies and regulated businesses, the Company Secretary leads the company’s compliance with its applicable corporate governance code — in the UK, this is typically the UK Corporate Governance Code published by the Financial Reporting Council (FRC) for premium-listed companies, or the QCA Corporate Governance Code for AIM-listed businesses. Responsibilities include advising the Board on its governance obligations, supporting the annual governance review, managing the board evaluation process (internal or externally facilitated), and drafting the governance disclosures in the annual report.

Shareholder and Investor Relations Support

The Company Secretary manages the administration of shareholder relationships — including maintaining the shareholder register, managing the Annual General Meeting (AGM) and any general meetings, drafting shareholder circulars and resolutions, and liaising with the company’s registrar. In listed companies, the Company Secretary works closely with the investor relations and legal teams on regulatory announcements, proxy advisory engagement and major shareholder communications. Obligations under the FCA’s Listing Rules and Disclosure Guidance and Transparency Rules place the Company Secretary at the centre of the listed company’s market disclosure framework.

Board Composition and Effectiveness

The Company Secretary advises the Board and Nomination Committee on director appointments, induction, training and development. This includes managing the onboarding of new non-executive directors, maintaining records of directors’ conflicts of interest, supporting the annual performance evaluation of the Board and individual directors, and ensuring the Board has appropriate succession planning in place. The Company Secretary is frequently the first point of call for non-executive directors seeking guidance on their obligations and the company’s governance framework.

Subsidiary Governance

In group structures, the Company Secretary manages the governance of subsidiary companies — ensuring each entity has appropriate board minutes, filings and records, that intercompany transactions are properly documented, and that the group’s governance architecture is consistent and legally sound. This is a significant workload element in large corporate groups or PE-backed businesses with multiple acquisition vehicles, and is an area where part-time or outsourced Company Secretary services are frequently deployed for subsidiaries below the main group level.

Legal and Contractual Support

The Company Secretary supports the legal function — or acts as the primary legal resource in businesses without in-house lawyers — on matters relating to corporate law, contract review, powers of attorney, execution of documents under seal, and the management of the company’s legal entity structure. In regulated businesses, the Company Secretary also manages the interaction between governance obligations and regulatory requirements, including the obligations of directors as approved persons or senior managers under SMCR.

SMCR and Regulatory Governance

In FCA and PRA-regulated businesses, the Company Secretary is frequently involved in the administration of the Senior Managers and Certification Regime (SMCR) — maintaining the Responsibilities Map, managing senior manager approvals and notifications to the FCA, overseeing the Certified Persons regime, and ensuring the firm’s governance documentation meets FCA supervisory expectations. FD Capital’s FCA regulated firms recruitment practice covers governance and Company Secretary roles for regulated businesses.

Company Secretary in Listed Companies

In a FTSE-listed or AIM-listed company, the Company Secretary is a senior executive appointment — typically reporting directly to the Chair with a functional reporting line to the CEO or General Counsel. The role involves significant interaction with the FCA, the company’s registrar, major institutional shareholders, proxy advisory firms and the investment banks advising on capital markets transactions. The listed company Company Secretary must be intimately familiar with the Listing Rules, the Disclosure Guidance and Transparency Rules, the Market Abuse Regulation (UK MAR), and the UK Corporate Governance Code — and must be able to advise the Board on all of these in real time.

The CGI’s Chartered Secretary (ACIS/FCIS) qualification is the recognised standard for Company Secretaries in listed companies and is strongly preferred for senior listed company appointments.

Company Secretary in Private and PE-Backed Companies

Private companies — including PE-backed businesses, family-owned groups and scale-up businesses — have more flexibility in how they structure their Company Secretary function, but the statutory obligations under the Companies Act 2006 apply in full. PE sponsors typically require portfolio companies to maintain professional governance standards, and the Company Secretary plays an important role in ensuring board minutes, statutory filings and group governance are in order ahead of exit — both to satisfy acquirer due diligence and to protect the PE sponsor’s liability position.

For smaller private companies and subsidiaries, a part-time Company Secretary working one to two days per week is frequently the most cost-effective solution. FD Capital places part-time and fractional Company Secretaries alongside its broader outsourced CFO and fractional CFO services for businesses that want professional governance without full-time overhead.

Qualifications and Experience

Qualifications

The recognised professional qualification for Company Secretaries in the UK is the Chartered Secretary and Chartered Governance Professional designation — ACIS (Associate) or FCIS (Fellow) — awarded by the Chartered Governance Institute UK & Ireland. This qualification is strongly preferred for listed company and regulated business Company Secretary roles, and is increasingly expected in larger private companies. Many Company Secretaries also hold legal qualifications (LLB, LLM or solicitor qualification), accountancy qualifications (ACA, ACCA) or, in financial services businesses, qualifications relevant to their regulated sector.

Experience

Experience requirements vary significantly by the size and regulatory status of the appointing company. For a listed company Company Secretary, a minimum of 5–10 years of company secretarial experience — including direct experience of AGM administration, FCA reporting obligations and UK Corporate Governance Code compliance — is typically required. For a private company Company Secretary, 3–7 years of experience with strong statutory compliance and board administration skills is the usual benchmark. For part-time or fractional roles, portfolio experience across multiple businesses is an advantage. SMCR-related experience is essential for FCA-regulated firm appointments.

Company Secretary Salary Guide UK 2026

Total compensation for full-time roles typically includes annual bonus (10–30% of base), car allowance, private medical insurance and pension contributions. For related senior finance compensation benchmarks see our Finance Director Salary Guide.

Career Path to Company Secretary

The Governance Specialism Route

Most Company Secretaries have built their careers within company secretarial or governance functions: Assistant Company Secretary or Governance Assistant (0–4 years) covering statutory filings, register maintenance and meeting support; Company Secretary or Deputy Company Secretary (4–8 years) with board support, shareholder management and governance reporting responsibilities; and Senior Company Secretary or Group Company Secretary (8+ years) with full Board accountability, listed company or regulated firm responsibilities. Professional development follows the CGI qualification pathway — ICSA qualifying programme through to ACIS and FCIS.

The Legal or Finance Route

Some Company Secretaries transition from legal or finance backgrounds — solicitors who develop an interest in corporate governance, or chartered accountants who move into a governance-focused role, particularly in financial services businesses where the overlap between regulatory compliance, legal and governance is significant. The CGI offers conversion pathways for qualified lawyers and accountants moving into governance roles.

Related Services

Businesses considering a Company Secretary appointment may also be interested in: Company Secretary Recruitment | Outsourced CFO | Fractional CFO | CCO Recruitment | SMCR Compliance Recruitment | FCA Regulated Firms Recruitment | NED Recruitment | Finance Director Recruitment | Head of Risk Job Description | Head of Treasury Job Description