Every company in Cameroon is required to have a company secretary and unlike in the days of the old, the status of a company secretary nowadays has evolved from a mere clerk running errands for the director to a chief administrative officer of the company. He has an ostensible authority with administrative matters as was decided in Panorama Development Ltd v Fidelis Furnishing Fabrics Ltd (1971)2QB 711. The modern corporate governance best practice is to make the company secretary /legal adviser, the chief compliance officer of the company to ensure that all company secretarial services like statutory filings and compliances are undertaken and the company. A company secretary must be appointed by the board of directors because the position must be distinguishing from the general or private secretary attached to the office of the company.
Company Secretarial Duties in Cameroon
The major enhancement of the status of a company secretary is the statutory prescription of company secretarial services. A company secretary should issue notices to meetings, the compilation of proxy, provide accreditation list of all those attending the meeting, takes minutes, provide a legal guide and clarifies legal issues for the smooth running of the meeting and file returns after the meeting.
More company secretarial services in Cameroon include:
- To attend the company board and committee meetings.
- To file all mandatory fillings/returns (change of director, alteration of company objects, an increase of share capital etc.)
- To render company secretarial services in meetings.
- To advise on compliance with the applicable rules and regulation.
- To maintain company records and summon company meeting
- To render an adequate return
- To carry out all administrative and secretarial duties as directed by the company.
In conclusion, a company secretary is a much more important person nowadays. He is an officer of the company with extensive duties and responsibilities and can be regarded as n Alter Ego of the company.