The role of the Company Secretary
While out with fellow colleagues in the industry, we got around to the topic of the Company Secretary and how difficult it was to make it sexy in marketing terms, or for that matter explain what the role is or what, we at MIH actually do. So, the big question I guess, is what can you expect from your managing agent when they act as your Company Secretary?
It seems to me that a managing agent has so many different roles to perform that we are really are like a GP of the property industry. A good managing agent should, like a good GP be able to recommend the appropriate specialist if it is something beyond their basic duties.
In our role as jack of trades, master of none (although I would like to think that MIH is a master of most of what we do) that MIH can undertake basic Company Secretarial Duties outside of our management agreement.
The role of the Company Secretary
Our role includes the standard duties associated with being a Company Secretary such as the filing and preparing of the Statutory Accounts, preparing the Confirmation Statement, maintaining the Share/Member Register, preparation of share certificates and of course sending out the Notice of AGM/EGM etc.
However, even with our long tenure in management it soon becomes clear when specialist advice is required. Particularly if you have a Memo & Arts which cites Table A but includes clauses which are contradictory – which one trumps the other? Thankfully at MIH, we are lucky enough to both know when we need further advice and to have great service partners who can assist us should we need to call on them.
As I write this I realise that if I was reading this blog and considering new managing agents and their company secretarial services, I would probably discount us as we are already suggesting that another party be involved. However as always with MIH we believe in being honest and like a GP can’t be specialist in everything that we do. It is as a result of our experience that we know where something is so important that it could invalidate important board decision and will need expert advice.
A qualified Company Secretary or Managing Agent?
I suppose my next question would be whether, as a Board of Directors, would the company be better off employing a qualified company secretary rather than the managing agent. Based on what I have learnt throughout my career I would say no.
Admittedly, a qualified Company Secretary will have all the facts at their disposal however, what they don’t have is the experience of working with the shareholders in your company and knowing what they are trying to achieve. Nor will they know anything about the property and often your shareholders can be caught running from pillar to post to get the right answer to their question.
Perhaps most importantly acting as a Company Secretary for a management company is not like anything else you will ever experience. Aside from dealing with all different kinds of people, you are dealing with their homes, which is likely to be the second most important thing other than their family in their lives.
The shareholders of a management company will be looking to influence Board decisions as these decisions are likely to impact on their daily life.
After nearly 22 years of sitting in both AGMs and Owner’s meetings, there is not much that I haven’t come across whether it being residents trying to initiate a Board Coup, fisticuffs, trying to cut short a conversation about the odour of dog poo vs fox poo (apparently fox poo, smells more sweetly), a nominee director bringing a bodyguard to a meeting, or even someone mistaking an AGM for a drama group.
Although not amusing at the time, it has given MIH a wealth of experience in being a Company Secretary which in turn provides our clients with reassurance that they are in safe hands.