Company Secretarial Practice

NAME: ABDUL-MALIK B. SALIHU

ID: 10BBR125

QUESTION: The Company Secretary is the primary source of advice in the corporate environment.' Discuss in the context of Promotion, Incorporation and Winding up.

A Company Secretary is a senior position in a private sector company or public sector organisation, normally in the form of a managerial position or above. In large publicly listed corporations, a company secretary is typically named a Corporate Secretary or Secretary.

The Company Secretary is responsible for the efficient administration of a company, particularly with regard to ensuring compliance with statutory and regulatory requirements and for ensuring that decisions of the Board of Directors are implemented.

A Corporation is a separate legal entity that has been incorporated through a legislative or registration process established through legislation. In the corporate environment, there are a number of advisory roles the company secretary play, with regards to promotion, incorporation and winding-up:

Promotion may be defined as the process of organizing and planning the finances of a business enterprise under the corporate form. In other words; the steps which are taken to persuade a number of persons to come together for the achievement of a common objective through the company form of organisation is called promotion.

During promotion, the secretary has to assist the promoters in performing preparatory work and in fulfilling many legal formalities. He has to assist the promoters in convening and conducting meetings, .drawing up preliminary contracts and documents required for registration.

At this stage, he may also take the help of specialists such as a solicitor and a chartered accountant. The advisory roles performed by the secretary are as follows;

* To help the promoter in making a detailed, investigation of the proposed venture.

* To help the promoters in drawing up the financial plan for the...