As a company secretary, having a retainer agreement in place is essential to ensure a smooth and steady flow of work and a mutually beneficial relationship with your clients. A retainer is an agreement between a client and a service provider that outlines the terms of the ongoing relationship in terms of fees, scope of work, and responsibilities. Here is a guide to help you prepare a retainer agreement format for company secretary services.

1. Introduction

The retainer agreement should start by introducing the client and the company secretary. It should state the purpose of the agreement clearly and concisely. The introduction should also specify the start and end dates of the agreement. It’s important to include an expiration date as this will help both parties to renegotiate the terms of the agreement should there be a need to.

2. Scope of work

This section should detail the specific duties that the company secretary will perform for the client. This may include statutory compliance, filing of annual returns, corporate governance, and regulatory advice. It’s vital to specify the scope of work to prevent any misunderstandings between the client and the secretary.

3. Fees and payment terms

This section outlines the fees the client will pay for the company secretary’s services and the payment terms. The fees may be hourly based, fixed, or a combination of both. The payment terms can be monthly, quarterly, or annually. The agreement should also include a clause on how the company secretary will invoice the client, such as via email or postal mail, and the payment methods accepted.

4. Responsibilities of the client

The retainer agreement should clearly state the responsibilities of the client. This may include providing access to all necessary documentation and ensuring the company secretary is notified of any changes in the company’s structure or leadership.

5. Confidentiality and data protection

As a company secretary, you will have access to your client’s confidential information. The retainer agreement should detail how the company secretary will handle confidential information and protect the client’s data. It should specify that the secretary will not disclose any confidential information to any third parties unless with previous written consent from the client.

6. Termination and notice period

The retainer agreement should include a section on termination and the notice period required. It should specify the grounds for termination, such as breach of contract, bankruptcy, or change of circumstances. It should also state the notice period required by either party before terminating the agreement.

In conclusion, a well-drafted retainer agreement ensures a healthy and transparent relationship between the company secretary and the client. Before signing an agreement, it’s essential to seek legal advice to ensure the agreement is legally binding and protects your interests as a company secretary.