The Evolving Role of Company Secretaries in 2026

The Evolving Role of Company Secretaries: Key Challenges in 2026

The company secretary role has changed more in the last two years than in the decade before it. Once seen as administrative support, the modern governance professional sits at the centre of compliance, transparency and board effectiveness — and a wave of UK regulatory reform has landed squarely on the function. This article sets out how the role is evolving and the key challenges facing company secretaries and the finance leaders who increasingly own the function in 2026.

It is written for founders, boards and finance leaders working out how to cover company secretarial and governance responsibilities as the requirements tighten.

The biggest change: Companies House reform under ECCTA

The single most important development for anyone holding company secretarial responsibility is the Economic Crime and Corporate Transparency Act 2023 (ECCTA) and the sweeping reform of Companies House it has driven. This is not a future concern — it is in force now, being phased in through 2025 and 2026, and it changes the mechanics of UK corporate compliance in ways that directly affect the day-to-day work of the function.

Several changes have already taken effect. Since 18 November 2025 companies are no longer required to maintain their own internal statutory registers of directors, directors’ residential addresses, secretaries or PSCs — all changes are now filed directly with Companies House, which has become the source of truth. From 26 January 2026 the option to keep the register of members centrally at Companies House was abolished, so companies that had elected to do so have had to bring that register back in-house. These are practical shifts in how statutory records are kept and filed, and the person responsible for compliance has had to adapt processes accordingly.

The change with the widest reach is mandatory identity verification. Under ECCTA, every director and Person with Significant Control must verify their identity with Companies House. Since 18 November 2025 this has been compulsory for every new director and new incorporation, and existing directors and PSCs must verify during a transition window that closes on 18 November 2026 — in practice, by the date of their next confirmation statement. Compulsory verification for agents and presenters who file documents, and the requirement for third-party filers to register as Authorised Corporate Service Providers (ACSPs), is expected later in 2026. The stakes are real: filings without a verified personal code can be rejected, and serious breaches carry civil penalties and worse.

For company secretaries and finance leaders alike, this has turned routine filing into a compliance event with hard deadlines. Making sure every director and PSC is verified, that filing processes reflect the new regime, and that the business is ready for the agent and ACSP requirements is now one of the most pressing governance tasks of 2026.

Where the company secretary function actually sits in 2026

The textbook describes an independent company secretary reporting to the board. In much of the UK growth market, current practice looks different. Across our recent work placing CFOs and finance directors, we increasingly see the company secretary function absorbed into finance leadership rather than held as a standalone internal role. In sub-£100m UK businesses, dedicated internal company secretary roles are increasingly rare — appearing in fewer than 20% of the businesses we work with at this scale. More commonly the statutory and governance work sits with the CFO or finance director directly, or is delegated within the finance team to a senior or group financial controller. Above £100m turnover, dedicated company secretary roles re-emerge, but typically reporting to the CFO rather than independently to the board.

Where a separate function remains in mid-market businesses, it is increasingly delivered by outsourced company secretarial firms rather than internal appointments — specialist providers who keep the technical company-law and filing work current. The company secretary as a senior internal executive is now mostly a feature of larger or listed businesses, not the growth-stage companies where most senior finance recruitment happens. The practical consequence is that the emerging governance challenges of 2026 — ECCTA compliance, tightening disclosure, ESG expectations, AI governance — most often land on the CFO’s desk in growth businesses rather than on a dedicated company secretary.

A recent case illustrates the pattern. A £55m turnover UK B2B services business approached us in October 2025 to recruit a finance director after both the previous FD and the part-time company secretary resigned. The diagnostic conversation revealed the company secretary role had been a two-day-per-week external arrangement rather than an internal appointment, primarily handling statutory filings, board minutes and regulatory disclosure. The structure we recommended absorbed the company secretary function into the new FD’s mandate, with appropriate compensation adjustment, while retaining a smaller external arrangement for technical company-law advice. The combined arrangement saved approximately £45k a year against the prior structure while improving the integration between the governance and finance functions, and the new FD, appointed in December 2025, took ownership of the combined mandate.

The lesson is not that every business should merge the roles, but that the combined structure works when it is deliberately designed and properly recompensed — and that for many growth businesses, governance capability is now something they buy as a blend of finance leadership and specialist external support rather than a single internal hire.

The modern remit: beyond administration

However it is resourced, the function’s remit has broadened well beyond record-keeping. At its core it still owns governance and compliance — ensuring the company meets its legal and regulatory obligations, that filings are correct and timely, and that the board operates within the rules. But the modern role adds several dimensions on top of that foundation:

• Board effectiveness — preparing board and committee meetings, producing board packs and minutes, managing director induction, and making sure the board has what it needs to govern well.
• Strategic and governance advice — advising the board on governance matters, best practice and the implications of regulatory change rather than simply recording decisions.
• Stakeholder and shareholder communication — managing statutory communications, AGM administration and the flow of accurate information to shareholders and regulators.
• Risk and controls — contributing to the identification and oversight of governance and compliance risk across the business.

This is why the function increasingly demands a genuine governance professional or a capable finance leader, rather than an administrator — the judgement required has risen with the responsibilities.

ESG and the new frontier of AI governance

Two governance themes have moved from emerging to established. The first is sustainability and ESG: boards are expected to oversee sustainability risk and, increasingly, to report on it, and whoever owns governance has to make sure the board’s processes and disclosures keep pace with a fast-evolving reporting landscape. In the UK that landscape is itself in transition, with sustainability reporting standards developing and disclosure expectations tightening — a moving target the function has to track.

The newer frontier is AI governance. As businesses adopt artificial intelligence across their operations, boards are being asked how they oversee its use — the risks, the controls, the accountability. Governance frameworks for AI are still forming, but the direction is clear: it is becoming a board-level responsibility, and the governance function is where the question of ‘how does the board oversee this?’ naturally lands. A company secretary or finance leader who can help a board get ahead of AI governance, rather than react to it, adds real value in 2026.

Technology is changing how the work is done

Technology has reshaped the mechanics of the role. Digital governance platforms now handle board-meeting management, compliance tracking and document storage in a single place; electronic filing and digital signatures have streamlined statutory processes; and governance, risk and compliance (GRC) tools help keep on top of obligations. Increasingly, so-called RegTech automates the monitoring of regulatory change — useful in a year when the rules are shifting as fast as ECCTA is moving them.

The value of this is not the technology for its own sake but the capacity it frees up: automating routine filing and tracking lets the person focus on the judgement-heavy parts of governance. It also raises the bar on data security, since more of the company’s sensitive governance information now sits in digital systems that have to be protected.

Professional standards and the route in

The profession is supported by The Chartered Governance Institute UK & Ireland (CGIUKI) — the chartered body for company secretaries and governance professionals, and the source of the chartered governance qualification and the ACG and FCG post-nominals. It is worth noting the name, because older references still call it the Institute of Chartered Secretaries and Administrators (ICSA); the body was renamed The Chartered Governance Institute in 2019, and CGIUKI is its UK and Ireland division. Its qualifications remain the recognised standard of competence for board-facing governance roles.

The skills the role now demands reflect its breadth: regulatory and company-law knowledge kept genuinely current, given how fast the rules are moving; strategic judgement to advise a board rather than just service it; communication and interpersonal skill for working across the board, executives and regulators; ethical judgement and integrity; and the adaptability to keep learning as governance evolves. For finance leaders taking on the function, that last point matters most — the ECCTA reforms alone require staying close to a regime that is still being phased in.

What this means for growing businesses

The through-line of 2026 is that governance is getting more demanding at exactly the moment many growth businesses are covering the function through their finance leadership rather than a dedicated hire. ECCTA has raised the compliance stakes, ESG and AI governance have widened the board’s remit, and the technology has changed how the work is done. For a growing business, the practical questions are who owns this, whether they have the capacity and the currency to do it well, and whether the structure — internal, outsourced, or a deliberate blend — is designed rather than defaulted into.

Where the function sits with the CFO or finance director, it should be explicitly recognised in the mandate and resourced accordingly, not quietly assumed. FD Capital places finance leaders who can carry that combined governance-and-finance responsibility, and advises businesses on how best to structure it as the requirements tighten.

This article is general information and does not constitute professional advice.

Adrian Lawrence

Adrian Lawrence FCA is the founder of FD Capital and a Fellow of the Institute of Chartered Accountants in England and Wales (ICAEW). He holds a BSc from Queen Mary College, University of London, and has over 25 years of experience as a Chartered Accountant and finance leader working with private, PE-backed and owner-managed businesses across the UK. He founded FD Capital to connect growing businesses with the Finance Directors and CFOs they need to scale — and personally interviews candidates for senior finance appointments.