Company Secretary – appointment, resignation and removal
Does a company need a company secretary? No. The Companies Act 2006 removed any requirement for private companies to have a company secretary. Public companies (‘PLC’s) still require a suitably qualified company secretary to be appointed at all times.
Does a secretary need to be human? No, you can have a corporate secretary. This may be affected by the ongoing ECCTA changes – when we have more information on how this affects corporate secretaries, we will let you know!
Does a secretary need any special qualifications?
Only if they are appointed to a PLC (see above). A list of qualifications (including by experience) can be found at section 273 of the Companies Act 2006.
Do I need to be appointed as a secretary to make filings for a company?
No. Many individuals and corporate service providers make filings for companies (including under a company secretarial services package) without being formally appointed as secretary.
Under ECCTA, there are plans to restrict who can make filings for companies from late 2026 onwards (the details are still to be confirmed). However, this does not necessarily require appointment as secretary.
Who is responsible for appointing or removing a secretary?
Usually this is the board of directors via a board meeting or directors’ resolution, unless the company’s Articles say otherwise.
What happens if a secretary resigns?
Just like a director, a secretary can resign at any time. It is usually best if this is recorded in writing – for example, by a resignation letter as well as in the minutes of the next board meeting.
If the secretary is employed by the company, there will usually be additional internal processes for their appointment, resignation or removal.
How do you remove a secretary who will not resign? There are no specific rules or processes set by law. It is common practice for the appointment and removal of a company secretary to be matters for the board of directors.
Kudocs does not prescribe a particular method, but allows you record the outcome of whatever process the company uses by removing the secretary as an active appointment and updating Companies House. Kudocs does not distinguish between resignation and removal of a secretary.
Does a secretary have to consent to their removal? No, but if they do not resign voluntarily, then the company will need to remove them (by board resolution).
How can Kudocs help with secretary appointments, changes, resignations or removals?
In Kudocs, a secretary will have a stakeholder record showing their role (alongside any other roles held in that company). You can update this information in Kudocs using the ‘Record’ route at any time. Where requested, this will also trigger any necessary Companies House filings.
For appointments, you can also use the ‘Perform’ route in Kudocs to obtain the proposed secretary’s consent and board approval by either a written resolution (carried out through the Kudocs platform) or by using Kudocs to schedule a board meeting.
See our helpful Guides here, here and here for more details!
Does Kudocs update Companies House with any secretary appointments, changes or terminations? Yes, if you choose this option, Kudocs will file the necessary forms electronically on your behalf.
Using the Kudocs ‘Perform’ route – what happens if a resolution to appoint a secretary is rejected? If the vote is rejected, the initiator of the process in Kudocs will be alerted and they can decide what to do next. You can either cancel the appointment process altogether, or use Kudocs to arrange a board meeting to try and resolve the issue.
If you do cancel the process, you can always start it again from the beginning.
Do companies need to keep an internal register of secretaries?
Not since 18 November 2025 – see here for more information. Registers from before this date must still be kept for reference, and some companies may continue to keep the register on a non-statutory basis i.e. for best practice.
Kudocs will continue to keep all information which must be reported to Companies House as part of the secretary’s stakeholder record. A register can be generated from this information at any time.
Last updated: 27/01/2026 by Kudocs Admin