A company shall have a secretary, who may be one of the directors. Subject to section 25(5), the secretary shall be appointed by the directors for such term, at such remuneration and upon such conditions as they think fit and may be removed by them. The directors have a duty to ensure the person appointed as secretary has the skills or resources necessary to discharge his or her statutory and other duties; that duty includes where a director is appointed as secretary. Where a company has only one director, that person may not also hold the office of secretary.

Anything required or authorised to be done by or to the secretary may, if the office is vacant or there is for any other reason no secretary capable of acting, be done by any assistant or deputy secretary or, if there is no assistant or deputy secretary capable of acting, by any officer of the company authorised generally or specially in that behalf by the directors. References to a secretary include references to joint secretaries.