QUESTION Appointing a Company Secretary Whom is Neither a Share-Owner nor a Joint-Owner
Dear News on the Block, I am the treasurer of a block of flats with 12 units. We need to elect a new company secretary. As there is a limited number of people able and willing to do this job we are thinking of appointing a lady who is capable, but although she is a permanent resident, is neither a share-owner or joint owner, although she lives with the person who is. Would this be acceptable from a legal point of view just in case it may be challenged? We attempt to manage the building ourselves and operate as a limited company. Name and address withheld
ANSWER AIt is usually in order, unless the articles of association state otherwise, for the company secretary to not be a member of the company. Indeed many associations appoint their accountants or managing agents to carry out this responsibility. Therefore it should be in order to appoint the lady. The important point is that whoever is appointed is capable of performing the duties – which are not that onerous. However, if the documentation required by Companies House is not received by them then things can get serious: fines can be levied and ultimately the company struck of the companies register and the assets forfeited to the crown. So ensure that your company secretary knows what is required. Incidentally, we (FPRA) have recently made representations to Companies House on these issues and there is an article on this subject in the current FPRA Newsletter.
John Peartree, Chief Executive, Federation of Private Residents Associations
The Federation of Private Residents Associations (FPRA) is a non-profit making organisation run by a committee of volunteers. More information on www.fpra.org.uk
