Every Irish company incorporated under the Companies Act 2014 is required to have a company secretary. This is not simply an administrative formality. The company secretary plays a vital role in ensuring that the company meets its legal and regulatory obligations, and the position carries real responsibility for directors and the business as a whole.

Many small and medium-sized companies do not have a dedicated individual with the knowledge and time to fulfil the company secretary role properly. At Book Smart Accountancy, we act as company secretary for our clients, ensuring that all statutory filings are made correctly and on time, corporate records are maintained in good order, and the company remains fully compliant at all times.

Our company secretarial service covers the full range of obligations, including the preparation and filing of annual returns with the CRO, maintaining the statutory registers, filing changes in company details, preparing minutes of meetings, and advising directors on their obligations under the Companies Act.

We keep track of all key dates and deadlines on your behalf, so you are never at risk of missing a filing or falling behind on your compliance. Where issues arise, we provide practical, straightforward guidance to resolve them quickly and efficiently.

Having a qualified and experienced firm act as your company secretary gives you the confidence that this important function is being handled by people who know what they are doing, allowing you to focus on running your business.

• Every Irish Company Must Have a Company Secretary - This is a legal requirement under the Companies Act 2014. The company secretary does not need to be a qualified professional, but they must be capable of carrying out the duties of the role. Sole directors cannot also act as company secretary in most cases.
• The Company Secretary Is Responsible for Statutory Filings - Responsibility for ensuring annual returns, change of director or secretary forms, and other CRO filings are submitted on time rests with the company secretary as well as the directors.
• Resignation of a Company Secretary Must Be Notified to the CRO - If your company secretary resigns or is removed, a Form B10 must be filed with the CRO within 14 days to notify them of the change and appoint a replacement.
• Statutory Registers Must Be Kept Up to Date - Every company must maintain a range of statutory registers, including registers of members, directors, secretaries, and beneficial owners. These must be kept accurate and be available for inspection.

• • Minutes of Meetings Must Be Recorded - Board meetings and general meetings must be properly minuted and records retained. In the event of a dispute or inquiry, well-maintained minutes are an important protection for directors.
  • Failure to Comply with Companies Act Obligations Can Expose Directors Personally - Directors who knowingly allow a company to fail in its statutory obligations can face personal liability. Having a professional company secretary reduces this risk significantly.
  • Changes to Share Structure Must Be Notified - Any change to the company's share capital, including the issue of new shares or transfer of existing shares, must be notified to the CRO and recorded in the company's registers.
  • The Company Constitution Must Be Maintained and Accessible - Every company must have a constitution (formerly known as memorandum and articles of association) and must be able to produce it on request. We keep a copy on file for all clients we act for as company secretary.