Do I Need a Company Secretary? What UK Law Actually Requires
The short answer: since April 2008, private limited companies in the UK have not been legally required to appoint a company secretary — unless their articles of association say otherwise. Public limited companies must still have one. But before you close this tab: the legal duties a company secretary would handle did not go anywhere. They simply landed on the directors.
What does the law actually say?
The Companies Act 2006 removed the requirement for private companies to appoint a company secretary. Two exceptions matter. If your company was formed before 2008, or uses bespoke articles, check them — some articles still require a secretary to be appointed. And if you run a PLC, a qualified company secretary remains mandatory.
If it’s optional, who does the work?
Every company, with or without a secretary, must still keep statutory registers up to date, file the annual confirmation statement, file accounts on time, notify Companies House of changes to directors, PSCs and addresses, and record board decisions properly. When there is no company secretary, the directors are personally responsible for all of it — and late or missed filings carry penalties that fall on the company and, in some cases, the directors themselves.
When does appointing one make sense?
In our experience, the question stops being theoretical at predictable moments: an investor asks for your statutory books during due diligence; the group grows to three or four entities and nobody remembers whose confirmation statement is due; a volunteer committee runs a club or charity and officers change every year; or a regulator expects governance to be demonstrably in order. At that point the choice is an in-house hire — typically £35,000 to £70,000 a year — or an outsourced company secretary at a fixed fee, who does the same work across as many entities as you have.
The 2026 twist: identity verification
There is now a further reason boards are revisiting this question. Under the Economic Crime and Corporate Transparency Act, every director and PSC must verify their identity with Companies House — with due dates tied to each company’s confirmation statement during the transition period ending 18 November 2026. A registered Authorised Corporate Service Provider (ACSP) can carry out that verification for you. First CoSec is one.
So — do you need one?
Legally, probably not. Practically, someone must do the company secretary’s work, on time, every year, or the directors carry the consequences. If you would rather that someone was a specialist with fixed fees than a distracted director with a day job, contact us at enquiry@firstcosec.co.uk for a no-obligation conversation.