Company Secretary Agreement
This Agreement lays out the terms of engagement for a company secretary.
(0 reviews)
Last updated January 14, 2025
Under 10 minutes
Suitable for Australia
Written by
Edwin Montoya Zorrilla
Reviewed by
Damin Murdock
Document Overview
A proprietary company may, but does not have to, have one or more secretary. In some cases, the role of secretary is a paid position. Similar to an employment agreement, an agreement should be drafted between the company and the secretary outlining their responsibilities and remuneration.
In addition to this agreement, the company must decide, through a directors' resolution, to appoint the particular person as secretary. For a template of such a resolution, see Directors' Resolution to Appoint Secretary.
It is important to ensure that any secretary appointment is in accordance with the company's constitution.
The Australian Securities and Investments Commission must be notified of the particulars of the appointment of the secretary within 28 days of their appointment.
The Legal Risk Score of a Company Secretary Agreement Template
Our legal team have marked this document as medium risk considering:
- The agreement requires the secretary to devote their full business hours exclusively to the company, which could limit the flexibility and capacity of the secretary to engage in other professional opportunities or personal pursuits during their tenure.
- The secretary's duties include significant responsibilities such as maintaining legal records and managing statutory compliance, which could pose a risk if the secretary lacks the requisite expertise or support, potentially leading to legal repercussions for the company.
- The remuneration terms are fixed and might not account for the secretary's performance or changes in economic conditions, potentially leading to dissatisfaction or financial imbalance if the market rates for such roles increase significantly.
Company Secretary Agreement Checklist
Complete your free Company Secretary Agreement with our checklist
Verify Signatory Authority
Ensure that the person signing the agreement on behalf of the company is an authorised representative to legally bind the company.
Review and Confirm Terms
Double-check the terms, especially the duties, remuneration, and holiday entitlements, to ensure they align with both parties' expectations and legal standards.
Secure Copies
After execution, make sure both parties receive a copy of the signed agreement for their records to refer back to in case of disputes or clarifications.
Schedule Notice Period Reviews
Set reminders to review the notice periods stipulated in the agreement periodically to ensure compliance and prepare for any potential transitions or renewals.
What are the benefits of having a Company Secretary Agreement?
- The agreement sets out the roles and responsibilities of the company secretary in a clear and transparent manner, ensuring that all parties understand their obligations and expectations.
- By formalising the secretary’s appointment and outlining their responsibilities, the agreement helps reduce the risk of disputes or misunderstandings between the company and the company secretary.
What does the Company Secretary Agreement cover?
- Term of employment.
- Duties.
- Remuneration.
- Holidays and other leave.
- Restriction on soliciting customers.
Further information:
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