A company has legal personality, but it needs to act through other physical persons. A company can only act through the directors who manage and control the business of the Company and are responsible for the company’s day-to-day administration.
Directors are bound, inter alia, to:
- Prepare individual and consolidated accounts
- Prepare director’s report
- To prepare a report for any restrictions or withdrawal of pre-emption rights
- To appoint a Company Secretary
- To lay accounts before the general meeting
- To make a declaration of solvency when dissolution is proposed
- To prepare financial statements giving a true and fair view of the state of affairs of the company as at the end of each financial period and of the profit or loss for that period.
- Responsible for safeguarding the company’s assets and for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Appointed directors have to be fully aware of their obligations and responsibilities and ensure corporate governance. novolegal has the necessary expertise to advise and directors of Malta companies on corporate and legal issues and corporate governance matters.
- The minute book of general meetings of the Company
- The minute book of meetings of the Board of Directors
- The Register of Members
- The Register of Debentures
- Such other registers and records and the Company Secretary may be required to keep by the Board of Directors
- Ensure that proper notices are given of all meetings; and
- Ensure that all returns and other documents of the Company are prepared and delivered in accordance with the requirements of the Companies Act.
How can novolegal assist?
Lawyers at novolegal relieve clients from the ‘administrative burdens’ which usually accompany the role of the company secretaries by offering the service of the company secretary. Clients can rest assured that the Maltese company is keeping the necessary records, submitting the necessary statutory forms and generally in line with its obligations.