A Directors' Resolution to Appoint Secretary is used by a company's board of directors to appoint an individual to serve as the company's secretary. The company secretary is responsible for ensuring that the company complies with all relevant laws and regulations, maintaining accurate records, and supporting the board of directors in its governance responsibilities.

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. For such an agreement, see Company Secretary Agreement. Such an agreement should be attached to the resolution.

It is important to ensure that any secretary appointment complies e 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.

This resolution can be inserted into:

• Notice of Directors' Meeting.
• Directors' Meeting Minutes.

Where you wish to pass the resolution in a directors' meeting, you must use the documents above. Simply copy and paste the text of the resolution.

Further information:

• Company Director & Company Secretary: What’s The Difference?

• Can a Company Secretary Also Be a Director?