There are two main roles to be appointed as a process of the company formation; the director and company secretary.
The shareholders will normally appoint the director at their Annual General Meeting and the appointment will be put to a vote, with the majority of shareholders having to agree on the vote.
- Company members should appoint the person/people for this role that they believe will run the company effectively and efficiently. The director(s) will represent the company to consumers, and so this is a crucial role to fill and its decision should not be taken lightly.
- Directors should not be prevented from acting as company directors. They should also not be under the age of 16, or have any undischarged bankruptcy attached to them.
- The company’s articles of association will contain whatever rules shareholders have to agree on to make the appointment, if a company has these articles. Not all companies do. An example of a rule may be the number of relatives who also might be directors.
- The different types of companies require different numbers of directors. Unlimited and private limited companies should have a least one director in place, whilst public limited companies must have two.
- Directors run the company, and the shareholders own it. Directors should promote the business and its success on a continuing basis. They should conduct themselves with a high level of professionalism, as they are often seen, crucially, as ‘the face’ of the business.
- Among their duties, directors must produce proper accounts and make sure that Companies House receive appropriate documents such as the annual accounts and annual return of the company. They also need to comply with the law regarding health and safety in the workplace, tax and employment laws.
The company secretary
You may or may not need a company secretary for your business. This depends largely on the type of company you have formed. Public limited and unlimited companies are required to have a company secretary, whereas a private limited company does not need one, but may choose to employ one.
A company secretary is the main administrative officer of the business, enabling the directors to run it. In a small business, the role of company secretary may be part time, and the person in the role may have other duties. They may even also be a director. This is allowed, and in a small company they may be the sole director.
Directors themselves often ask the company secretary to send information to Companies House on their behalf.
The company officers
These roles are filled by the director(s) and the company secretary if one is required. Company officers are formally appointed to conduct the running of the business.