The 21st Century Company Secretary

by

Annalise M. Jolly LL. B (Rhodes),

AHCZ | Senior Associate, Head – Corporate Advisory & Real Estate | Reagan Blankfein Gates Legal Practitioners*

1.0  Introduction

The Company Secretary is an integral part of company law discourse. This is the case as can be seen from statutory provisions specifically reserved to this office by the Companies Act, 2017 (CA 2017). Be that as it may, classical English company law viewed the Company Secretary as fulfilling a very humble role of one who had no authority to make any contracts or representations on behalf of the company. This attitude was reflected in several cases among them, Barnett, Hoares & Company v South London Tramways Company (1887) 18 QBD 815 in which it was held in part that ‘[a] secretary is a mere servant: his position is that he is to do what he is told and no person can assume that he has any authority to represent anything at all.’