Alex is Sprintlaw’s co-founder and principal lawyer. Alex previously worked at a top-tier firm as a lawyer specialising in technology and media contracts, and founded a digital agency which he sold in 2015.
Good governance isn’t just a buzzword - it’s how Australian companies reduce risk, stay compliant and build trust with investors, customers and regulators. At the centre of that work sits the company secretary.
If you’re exploring job opportunities in company secretary roles, or you’re a business owner deciding whether to appoint one, it helps to understand both the legal framework and the day‑to‑day practice. The role has evolved beyond paperwork; modern company secretaries are governance leaders and strategic partners to the board.
In this guide, we’ll walk through what the role involves in Australia, why demand is growing, what qualifications and skills are useful, key laws that shape the job, and the core documents and processes a company secretary should manage. Whether you’re pursuing this career path or hiring for it, you’ll find a practical, legally‑grounded overview below.
What Does A Company Secretary Do In Australia?
In Australian companies, the company secretary is an officer of the company with legal and governance responsibilities. The role is more than clerical - it’s about enabling the board to meet its obligations under the Corporations Act 2001 (Cth) and ensuring the company’s records and processes are accurate, timely and compliant.
Typical responsibilities include:
- Coordinating board and shareholder meetings, preparing agendas, and keeping accurate minutes.
- Maintaining statutory registers (members, option holders, directors and secretaries, charges/security interests where relevant to legacy records) and ensuring records are up to date.
- Managing ASIC notifications for company changes (for example, officeholder appointments/resignations, share issues, registered office changes) - commonly lodged via ASIC Form 484.
- Overseeing the company’s annual review process - including confirming company details are correct, arranging payment of the review fee and coordinating the board’s solvency resolution.
- Advising the board on governance frameworks, policies and director responsibilities.
- Supporting correct document execution (for example, s 127 Corporations Act processes), delegations and record‑keeping.
Public companies must appoint at least one company secretary who is ordinarily resident in Australia. Proprietary (Pty Ltd) companies don’t have to appoint a secretary, but many do as they grow or seek tighter governance. If a proprietary company does appoint a secretary, the appointment needs to be properly documented and notified to ASIC within the required time frame.
Why Are Job Opportunities In Company Secretary Roles Growing?
You’ll find more company secretary opportunities across listed entities, large private groups and fast‑growing SMEs. These are the main drivers.
- Higher governance expectations. Boards, investors and regulators expect better oversight, from how minutes are kept to how conflicts are managed. A capable secretary builds those systems and keeps the board on track.
- Regulatory change and scrutiny. Corporations law, financial reporting, privacy and whistleblower regimes evolve regularly. Companies need someone who can translate requirements into practical processes.
- Scale and complexity. As a business adds subsidiaries, shareholders or external capital, the governance load multiplies - registers, consents, resolutions, filings and cross‑entity coordination increase.
- Board support and strategy. Today’s secretary is often a trusted adviser who helps the chair and CEO plan agendas, lift board effectiveness and embed risk management.
The result is a wider range of roles - from entry‑level governance coordinator positions to senior company secretary and Head of Governance roles that work closely with executive leadership.
Do You Need Qualifications? Legal Requirements And Practical Skills
There’s no one mandatory degree to become a company secretary in a proprietary company, but there are clear legal requirements around appointment and strong expectations about capability.
Legal footing for the role
- Appointment by the board. The board appoints the secretary and records the decision - often via a Directors’ Resolution Template or board minutes.
- ASIC notification. Appointments, resignations and changes to officeholder details must be notified to ASIC within the required timeframe (typically 28 days) - again, commonly via ASIC Form 484 or your online ASIC account.
- Public company residency. Public companies must have at least one secretary who ordinarily resides in Australia.
Qualifications that help
- Study in law, accounting, finance, business or governance (for example, Governance Institute qualifications) is highly regarded and accelerates progression.
- Hands‑on experience with ASIC processes, board administration and corporate record‑keeping is often valued as highly as formal study for entry‑level roles.
- Familiarity with company formation and core governance documents (for example, Company Set Up, Company Constitution, registry management) will set you apart.
Core skills to succeed
- Attention to detail. Small errors in minutes, registers or filings can lead to big headaches later.
- Organisation and follow‑through. Calendars, board packs, deadlines and action logs must run like clockwork.
- Clear communication. You’ll regularly brief directors and liaise with regulators, auditors and advisers in plain English.
- Judgment and discretion. Sensitive information, conflicts of interest and insider matters require care.
- Governance mindset. You’re the guardian of process - from meeting protocols to who can sign what, and when.
Step‑By‑Step: How To Secure Or Create A Company Secretary Role
Here’s a practical roadmap, whether you’re aiming to step into the job or you’re creating the role inside your business.
1) Clarify scope and expectations
List the governance activities your company needs covered over the next 12 months: meeting cycle, ASIC deadlines, share issues, policy updates and annual review steps. This forms the role description and targets your hiring or upskilling plan.
2) Build or refresh your governance foundations
Make sure core documents are in place. If you’re just getting started, consider a Company Set Up review and check your Company Constitution is current and workable for your board (for example, clear rules on notice, quorum, director appointments and execution of documents).
3) Formalise appointment and authority
Have the board approve the appointment and record delegations. Use a short board minute or a Directors’ Resolution Template so it’s easy to prove who holds the office and what they can do on the company’s behalf.
4) Notify ASIC and bring records up to date
Notify the appointment within the statutory timeframe and tidy up the company register. If any historic officeholder or share changes were missed, catch up using the relevant ASIC lodgement such as ASIC Form 484.
5) Set your compliance calendar
Map out the year: board meetings, shareholder approvals, reporting cut‑offs and the annual review window. Include the board’s solvency resolution, review fee payment and any optional filings the board wants scheduled ahead of time (for example, dividend minutes, share issues or option grants).
6) Upgrade policies and templates
Adopt or refresh board and governance policies (for example, code of conduct, conflicts, delegations and document execution). Ensure external‑facing policies such as a Privacy Policy reflect how the company actually operates if you collect personal information online.
7) Create an onboarding pack for directors
New directors should receive the constitution, board calendar, recent minutes, committee charters if any, and a quick guide to how meetings are run. This speeds up contribution and reduces process errors.
Which Laws Shape The Role And Day‑To‑Day Compliance?
Company secretaries operate at the intersection of corporate law, governance practice and record‑keeping. These are the core legal pillars you’ll work with regularly.
Corporations Act 2001 (Cth)
This sets out company officeholder roles, appointment and removal processes, meeting rules, document execution and shareholder rights. It underpins the company secretary’s oversight of minutes, registers, board processes and filings with ASIC.
ASIC requirements
ASIC is the corporate regulator and maintains the public register of companies. You’ll coordinate timely notifications for officeholder and share changes (commonly through ASIC Form 484), keep registered details current and run the annual review workflow (confirming details are correct, paying the fee and supporting the board’s solvency consideration).
Board governance and director duties
While the secretary isn’t automatically a director, your work supports directors to meet their legal duties (care and diligence, good faith, proper use of position and information). Good agendas and papers, accurate minutes and clear decision trails are key.
Privacy and data handling
If your business collects or uses personal information, you’ll help coordinate compliance with the Privacy Act 1988 (Cth) at a policy and process level - for example, keeping the Privacy Policy aligned to practice and board expectations.
Consumer protection and disclosures
Where the company sells goods or services, directors will expect guidance on advertising, warranties and complaints handling under the Australian Consumer Law (ACL). The secretary commonly helps ensure board approvals and policies reflect those obligations.
Employment and workplace
If you operate with staff, the board relies on accurate record‑keeping and policy oversight to meet workplace and safety obligations. The secretary typically coordinates how key policies are approved and retained, and how the board is briefed.
Note that tax administration roles (like an ATO “public officer”) are separate from the company secretary function. In practice, a secretary might coordinate across finance and tax teams, but the legal appointments are distinct.
What Documents And Processes Should A Company Secretary Manage?
Strong governance runs on clear documents, consistent processes and accurate registers. These are the essentials most Australian companies rely on.
- Constitution. Your Company Constitution sets the ground rules for meetings, voting and document execution. If you rely on replaceable rules, consider whether a tailored constitution would better suit your board and investors.
- Board and shareholder minutes. Minutes should capture who attended, what was decided and the basis for key decisions. Keep them concise, factual and consistent.
- Board resolutions and consents. Use a structured template for circulating resolutions to keep approvals tidy and searchable (for example, a Directors’ Resolution Template).
- Statutory registers. Maintain accurate registers for members, option holders and officeholders. Ensure updates align with ASIC filings and share certificates or electronic records.
- ASIC filings and annual review records. Keep a clear file of lodgements, fee receipts and the board’s solvency resolution each year.
- Shareholders Agreement (if applicable). Where a company has multiple owners, a Shareholders Agreement clarifies decision‑making, share transfers, exits and dispute steps. The secretary ensures board processes align with it.
- Key corporate policies. Conflicts, delegations and document execution policies support consistent practice. External‑facing policies like a Privacy Policy should be maintained and approved at the right level.
For growing businesses, consider whether your governance pack should also include committee charters (for audit/risk), a board skills matrix and an annual board performance review process. These tools help boards operate effectively and demonstrate good practice to stakeholders.
FAQs About Company Secretary Roles In Australia
Do all companies need a company secretary?
Public companies must appoint at least one secretary who ordinarily resides in Australia. Proprietary companies aren’t required to appoint one, but many do to improve governance and keep ASIC obligations on track.
Is the company secretary responsible for “lodging annual statements” with ASIC?
Not exactly. ASIC sends an annual statement to the company after its review date. The company must confirm details are correct, pay the annual review fee and have the board consider solvency. If details have changed, the secretary coordinates the relevant filings (often using ASIC Form 484).
Can one person be both director and company secretary?
Yes. A director can also be the company secretary. If so, keep role clarity in mind - minutes, approvals and delegations should still follow the constitution and Corporations Act requirements.
What salary range do company secretaries earn?
Salaries vary widely by company size and complexity. Entry‑level governance/co‑sec roles can start from around $70,000–$90,000, with senior roles in larger groups often exceeding $150,000–$200,000+. Experience with board support, ASX/financial services or multi‑entity groups typically attracts higher pay.
We’re just starting out - when should we create the role?
If you’re forming a company, set your foundations early: confirm your governance documents, nominate who will keep ASIC filings and registers current, and schedule the year’s meetings. Many startups appoint a part‑time or outsourced secretary function at incorporation, then scale to an in‑house role as complexity grows.
Key Takeaways
- The company secretary sits at the heart of governance - coordinating meetings, records and ASIC compliance so directors can meet their legal duties.
- Demand is growing across public companies and private groups as governance expectations rise and businesses scale.
- While proprietary companies don’t have to appoint a secretary, many do to stay organised and reduce compliance risk.
- Appointments must be approved by the board, notified to ASIC on time and supported by clear delegations, registers and minutes.
- Core foundations include an up‑to‑date Company Constitution, structured board processes and accurate ASIC lodgements (for example, ASIC Form 484 when details change).
- Strong templates and policies - such as a Shareholders Agreement, board resolutions and a current Privacy Policy - make ongoing compliance smoother and more reliable.
If you’d like a consultation about company secretary roles - from setting up your governance foundations to documenting appointments - you can reach us at 1800 730 617 or team@sprintlaw.com.au for a free, no‑obligations chat.







