We ensure consistency and full compliance of your business, making constitutional changes when needed, drafting minutes of boards and general meetings, and filing of annual accounts and filings required.
At each stage of a company’s life in Indonesia, needs change and these changes require adaptation. The Corporate Secretary is responsible for ensuring that the corporation complies with relevant Indonesian laws and regulations. The Company Secretary also advises the directors of their legal responsibilities to the corporation and is the corporation’s compliance officer. The Board of Directors and the President rely on the Company Secretary to advise them on their legal obligations, corporate governance requirements, compliance with listing rules and the conduct of legally required meetings in a timely and appropriate manner in the context of Indonesian law and business practices.
A corporate secretary ensures that all regulations are followed inside the organization. These experts adhere to the duties outlined in the Companies Act. Responsibilities include updating firm information, maintaining proper financial records, and passing financial obligation solutions.
A company secretary can also impact how a firm’s board of directors functions. This includes counseling the board on ethical and corporate behavior norms, as well as educating the board on the ramifications of their business actions.
What are the duties of an Indonesian Company Secretary?
Step 1. Compliance with statutory requirements and advisory
The Corporate Secretary must ensure that all the operations of a company are within the ambit of the Indonesian Company Law. The Corporate Secretary should update the Ministry of Law and Human Rights with any change in the statutory information of the company.
Step 2. Attend meetings and prepare resolutions of both the board and members
The Corporate secretary is required to send notices and circulars and stay in contact with shareholders when taking care of the company’s matters. One of the most essential company secretarial services is the filing of annual returns. This task needs to be completed within a given deadline.
The following are some of the most important functions of a corporate secretary in relation to board meetings:
➤ Booking a meeting space and completing other arrangements
➤ In charge of coordinating agenda papers with the managing director or chairman
➤ Take minutes of the meeting and record them in minute books
➤ Inform the corporate leaders clearly about the board meeting choices
➤ To ensure that the meeting is conducted in line with a predetermined procedure
Step 3. Keep the company's statutory books and records up to date
If a company’s structure changes, the secretary is responsible for revising the company’s statutory registers. The secretary, for example, is required to keep the Register of Members and the Register of Directors up to date.
Step 4. Maintaining constant contact with shareholders
The corporate secretary must keep in constant contact with the director/s. The secretary also sends out alerts and papers related to the running of a corporation.
The company secretary acts as a liaison between the corporation and the shareholder(s). As a result, all important notifications should be transmitted to executives through the secretary.
How to change company Name?
To update the name of your company in Indonesia, you must go through the following procedures:
➤ File the new name with the Ministry of Law and Human Rights
➤ Once the name has been accepted, the secretary will draft all director resolutions and EGM papers
➤ To authorize the name change, all directors and shareholders must sign the documentation
➤ Submit the necessary forms to the Ministry of Law and Human Rights
➤ The Ministry of Law and Human Rights will issue a legal certification of the company's name change
How to change company Address?
To modify your company’s address in Indonesia, you must follow the steps below:
➤ Changes in company addresses must be recorded within thirty days of the date of the changes.
➤ Only registered businesses that have not expired are eligible to change their address.
➤ Changes in business nature must be recorded in accordance with the business name.
➤ Address Changes in the nature of business that are not likely to be exploited for illegal purposes or any purpose that is detrimental to or incompatible with the Federation's security, Public Order, or morals.
➤ The application result can be acquired within one hour of payment being submitted.
A director may resign from the post of director by providing written notice to the board of directors. Following receipt of the notification, the board must notify the company secretary in order to formulate a board resolution.
A resolution to remove a director under this section or to nominate someone else instead of the director must be given special notice at the same meeting in Indonesia as well. If a director of a public company was chosen to serve the interests of a certain class of shareholders or debenture holders, the resolution to remove the director shall not take effect until the director’s successor has been appointed.
For the purposes of determining the time at which he or any other director is to retire, a person appointed as a director in the place of a person removed under this section is treated as if he had become a director on the day on which the person in whose place he is appointed was last appointed a director. Directors have the right to be heard when they are being dismissed. The director has the option of making an oral or written submission regarding the resolution to dismiss him/her. This process is governed by the Indonesian Company Law.
Running a business is indeed a challenging endeavor in which the precision and correctness of the entire process are critical. Companies in Indonesia can also benefit from correct and timely management of vital business tasks by outsourcing secretarial services.
As a result, any potential legal difficulties are avoided because all legal procedures are completed on time. Similarly, you won’t have to worry about handling the filing of financial or tax reports because expert accounting services in Indonesia can handle it efficiently. This allows business owners to focus more on their core business activities while ensuring that administrative tasks are taken care of professionally.
It is apparent that every firm may now hire talented individuals with administrative expertise. However, outsourcing secretarial services is quite possible because you will be dealing with a competent, proficient, and experienced company secretary.
When you outsource secretarial services to a reliable and efficient company, you are free to focus on other elements of your business. As a consequence, you may maximize the business’s efficiency and productivity.
Many business owners assume that outsourced corporate secretarial services are costly. This, however, is not the case. It is a very cost-effective method that may even help you save money that you can use towards other aspects of your organization.
Rather than spending money on the hiring process or on-site training, you may receive a skilled and experienced business secretary by outsourcing secretarial services. Along with the process’s cost-effectiveness, you should consider the higher quality secretarial services you would receive by outsourcing them. An outsourced team of corporate secretaries will be knowledgeable with all of the regulations and effective rules that must be applied in order for your firm to run smoothly.
How do I change my Corporate Secretary in Indonesia?
In Indonesia, the board of directors also has the right to dismiss and appoint a secretary through a board resolution or meeting. However, when dismissing a company secretary, the board must fulfill the applicable legal terms and circumstances.
Typically, the procedure involves the board requesting the resignation of the company secretary. Following the resignation of the current secretary, the board must choose a new corporate secretary within 30 days, as per the regulations in Indonesia.
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