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Irish Company Law requires every company to have a company secretary. KB Associates provides a dedicated corporate secretarial service to investment companies and management companies (“Companies”), both UCITS and non-UCITS. KB Associates provides company secretarial services to all Irish entities including DACs, PLCs, and ICAVs.

You can download a pdf version of the Company Secretary Service guide

In addition to the Irish legislative requirements, the Irish Funds’ Corporate Governance Code for Collective Investment Schemes and Management Companies requires Companies to implement a robust governance framework.

The increased focus on corporate governance requires that a board of directors is composed of highly experienced members and also, that the company secretary is equally as skilled. An essential part of the governance framework is the regular holding of formal board meetings. The company secretary ensures that meetings are operated in accordance with applicable legislation and regulation and documented to the board’s satisfaction.

The KB Associates company secretarial team have particular experience of the Irish funds industry and focus on providing bespoke professional services to a portfolio of clients.

Company Secretarial Services

The company secretarial services provided by KB Associates to both investment companies and management companies include;

  • Preparation and issuance of board meeting materials, including preparation of the board meeting agenda, at least five business days prior to each board meeting;
  • Arranging and taking minutes of Board, Committee and General Meetings;
  • Issuance of board minutes following each boardmeeting;
  • Issuance of draft action points within five business days following each boardmeeting;
  • Ensuring all action points are addressed by actively engaging with the responsible party and are fully completed prior to each board meeting;
  • Maintaining and making available for inspection, the company’s statutory registers on behalf of the directors, including the register of directors and secretaries and register of directors’ and secretary’s interests;
  • Filing documents with the Companies Registration Office / Central Bank within the specified time frames of the Companies Act 2014 / ICAV Act 2015;
  • Providing administrative support to directors;
  • Preparing ad hoc board written resolutions and circulating for board approval and signing;
  • Arranging General Meetings including assisting with drafting forms of notice and proxy forms, receipt and collation of proxies forms for the quorate holding of the General Meeting;
  • Provision of the Registered Office address of the Company;
  • Dealing with company correspondence as instructed;
  • Provision of board room and other support facilities for meetings of the Company and its directors; and
  • Custody of the company seal.
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