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Secretary Certificate

Secretary Certificate Template for Australia

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Key Requirements PROMPT example:

Secretary Certificate Template

"I need a Secretary Certificate Template to certify a board resolution approving our company's new share issuance planned for March 2025, which will need to be presented to our bank and ASIC."

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Document background
The Secretary Certificate Template is a crucial document in Australian corporate governance, designed to provide formal certification of company matters by an authorized officer. This document is typically required when a company needs to verify corporate actions, resolutions, or facts for external parties such as banks, regulators, or business partners. The certificate draws its authority from the Corporations Act 2001 (Cth) and related legislation, serving as an official record that can be relied upon in legal and business contexts. It may be used to certify board resolutions, officer appointments, share transfers, constitutional changes, or other significant corporate events. The template is structured to ensure compliance with Australian legal requirements while maintaining flexibility to address various certification needs.
Suggested Sections

1. Certificate Header: Identifies the document as a Secretary Certificate, includes company name and ACN/ABN

2. Secretary Details: Full name and position of the certifying secretary

3. Authority Statement: Statement of the secretary's authority to issue the certificate

4. Certification Matters: Clear enumeration of the specific facts, resolutions, or matters being certified

5. Supporting Documents Reference: List of any documents reviewed in making the certification

6. Declaration: Formal declaration of the truth and accuracy of the certified matters

7. Execution Block: Date and signature block for the secretary

Optional Sections

1. Director Confirmations: Used when certifying matters relating to director appointments, resignations, or authorities

2. Share Capital Statement: Include when certifying matters relating to share capital, transfers, or issuances

3. Corporate Seal Statement: Required if the company uses a common seal and it's relevant to the certification

4. Witness Block: Optional witness signature block, used when additional verification is desired

5. Historical Events: Used when certifying a sequence of past corporate events or changes

Suggested Schedules

1. Extract of Minutes: Relevant extracts from board or shareholder meeting minutes being certified

2. Corporate Documents: Copies of relevant corporate documents being certified (e.g., constitution, resolutions)

3. Officer Details: Details of relevant officers when certifying appointments or authorities

4. Supporting Evidence: Any additional documentation supporting the certification

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions






















Clauses















Relevant Industries

Financial Services

Legal Services

Corporate Services

Banking

Insurance

Real Estate

Manufacturing

Retail

Technology

Healthcare

Mining

Construction

Professional Services

Education

Non-Profit Organizations

Relevant Teams

Legal

Corporate Governance

Compliance

Company Secretariat

Corporate Affairs

Board Support

Executive Office

Risk Management

Administrative Services

Relevant Roles

Company Secretary

Corporate Secretary

General Counsel

Legal Counsel

Corporate Governance Officer

Compliance Officer

Board Secretary

Legal Director

Chief Legal Officer

Corporate Affairs Manager

Governance Manager

Director of Legal Affairs

Executive Secretary

Industries






Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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