How do you switch company secretaries ?

 Need to do a change of company secretaries? Here's how you can do it.

There are many reasons why you would want to change your company secretarial services provider. One of the main reasons would be efficiency and response time. You want your company secretary to respond  within an acceptable time frame which they currently do not.  Or there are  hidden costs. Your monthly retainer fees might be affordable but when you request your Company Secretary to do an assignment, along with it comes a shocking bill.  Sometimes, you might find that the advice you are given could be more professional. Whatever the reason, when you find you need a change, here is what you have to do. 

The company secretary is an  officer who is appointed by the Board of Directors and thus the the Board of Directors can also remove a Secretary or request the  Secretary to  resign. The Board then has to appoint a new Company Secretary within 30 days from the date of resignation of the previous Secretary. 

First find a  Secretarial / Business Consultancy firm, and inform them that you would like to engage their services. The Company Secretary (individual ) that is engaged/employed/ contracted  by that secretarial firm will be named as your Company Secretary and that individual will undertake to perform all the statutory duties that are required of a Company Secretary for your Company. 

You can then send a letter of termination (or you can have your newly appointed secretarial firm do this for you) will then be forwarded to the existing company secretary informing them that  you would to change company secretary. The letter of termination will usually state the details of new company secretary and secretarial firm.

The resigning Company Secretary will reply to the letter, and also notify the Board of Directors of any outstanding fees / payments due to their firm. You will have to clear all outstanding fees / payments prior to them beginning the reassignment process. 

In practice the REASSIGNMENT documents and submission for the change of  company secretary will be prepared by the new company secretarial firm FREE OF CHARGE. However, there are some secretarial firms that insist they do the REASSIGNMENT and sometimes, an EXIT FEE will be charged. 

Once the resolutions  for the change of secretaries are signed  by the directors, the Secretary will lodge all documents to the Registrar of Companies / SSM  to effect the change.  A new Section 58 form will be issued by the MyCOID system and your Company Secretary will notify you and the previous Secretary that the change has been approved and effected. 

Your new Company Secretary will then make a request to the previous Secretary to have  all statutory documents of your Company transferred to your new Company Secretarial Firm / Business Consultancy Firm. Thereafter, your new Company Secretary will proceed with the Change of Registered Office and notify the Registrar of the changes.