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The Company Secretary - a practical and
essential guide

Course Overview

Companies (of all sizes) operate under company law which requires compliance by their officers (directors, company secretaries and senior managers). In the event of their company being in breach of the law, its officers may have personal liability.

The latest Companies Act is fully in force now and those responsible for running their companies need to understand its changing (and changed) requirements - all addressed on our popular one-day seminar.

Responsibility for legal compliance rests with the directors although in the vast majority of cases it is delegated to the Company Secretary. If there is no Company Secretary someone must do this work - directors cannot dispense with their legal compliance obligations - 'the buck stops in the Boardroom'. Someone MUST be familiar with the myriad of requirements of company and ancillary legislation.

Our course is essentially PRACTICAL - concentrating what needs to be done, rather than the theoretical - and provides a comprehensive guide both for the long-standing Company Secretary, administrator or director needing an update, as well as those new to the role who need to ensure they understand their obligations.

You will receive comprehensive user-friendly notes on items covered (including examples of policies and procedures) and handouts (including Safety and Vehicle folders) together with practical advice and guidance on recent case law and you are invited to ask questions on matters of individual concern.

The session is presented by David Martin, formerly Director and Company Secretary of one of the top 250 Plc's, who now works as a consultant on company secretarial and employment matters and is well-known as a writer and speaker on these subjects. His approach is clear, friendly and say previous attendees, enjoyable.

Numbers are restricted to allow maximum number of individual questions and concerns to be covered.

Comments by Delegates

"Excellent comprehensive and practical coverage of subject" - M.B. Bishopscourt Group

"David is a superb clear presenter. The course was excellent, very good
value for money & enjoyable" - J.O. Consort Medical PLC

Course Content

The Company as a legal person
  • Concept and definition
  • Types of companies - LTD, PLC, CIC and CIO
  • Re-registration (converting LTD to PLC and vice versa)
  • The Constitution (for existing and new companies)
  • Limiting the liability of the owners (shareholders, guarantors)
New Obligations
  • Unlimited liability of the directors and others ('officers')
  • Impact of Companies Act 2006
  • Legal compliance - if no Company Secretary who ensures?
  • The Bribery Act
  • Charging assets (the new rules)
  • Safety issues and the new Manslaughter Acts
Statutory records
  • The statutory books - compilation, preservation
  • Location - and rights of access and inspection by owners and others
  • The Company Seal - or signing as 'deeds'
  • Corporate security and protection
  • Access by regulatory bodies
Directors
  • Definition, Qualification - and disqualification
  • Appointment - contracts / induction / evaluation
  • Status - employee and officer, or what?
  • Types of directors
  • 'Shadow' directors, 'holding oneself out' as a director
  • The new '7 explicit duties'
  • Conflicts of interests - declaration and updating
  • Retirement, rotation and removal
  • 'Wrongful' and 'fraudulent' trading, indemnities and insurance
Board meetings
  • Right to notice
  • Voting, resolutions and dissent
  • Minutes - legal obligation to take and preserve
  • Allotting, recording and transferring shares
  • Right to refuse to transfer
Owners meetings
  • The AGM and the EGM
  • Giving notice, proxies, calling and taking polls
  • Resolutions - ordinary, special, extraordinary, written, etc
  • The new Business and Operating and Financial Reviews
  • Minutes - as documents of record and officer protection

Course Dates and Locations

To book a course please click on the date to take you to the Booking Form.
 
Southampton 23 February 2012
Maidenhead 1 March 2012
Preston 7 March 2012
Runcorn 8 March 2012
Barnsley 28 March 2012
Oxford 24 April 2012
Central London* 30 April 2012
Central London* 12 June 2012
Maidstone 21 June 2012
Stevenage 17 July 2012
Leeds 3 October 2012
Exeter 18 October 2012
Solihull 25 October 2012
Farnborough 31 October 2012
Cardiff 1 November 2012
Nottingham 7 November 2012
Central London* 14 November 2012
Cambridge 21 November 2012

Course Fee
£369, *Central London £439 (+VAT) per person.

Reductions are available for companies booking multiple places on the same course (same date) as follows:
•  For 2 places take £60 off the booking total
•  For 3 places take £120 off the booking total
•  For 4 places take £240 off the booking total
•  For 5 places take £340 off the booking total

Course fee includes: course materials, lunch and refreshments.

Tel: 01202 706222 Fax: 01202 706444
email: training@benchmark-group.co.uk

Reductions are available for companies booking multiple places on the same course (same date):
2 places £60 off the total
3 places £120 off the total
4 places £240 off the total
5 places £340 off the total