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An Annual General Meeting (AGM) of an SOE. (Atoll Times File Photo)

PCB issues rule on SOE company secretaries

The PCB stated that the regulation will apply to wholly state-owned companies, majority state-owned companies, and their subsidiaries.

2 September 2025

The Privatisation and Corporatisation Board (PCB) has introduced a new rule governing the appointment and dismissal of company secretaries in state-owned enterprises (SOEs).

The rule, approved by the PCB board on Wednesday, is intended to:

  • Ensure competence of company secretaries in government-owned businesses.

  • Standardise responsibilities of the role.

  • Harmonise recruitment and dismissal procedures.

  • Strengthen the management of company boards.

  • Safeguard the integrity of the position.

The PCB stated that the regulation will apply to wholly state-owned companies, majority state-owned companies, and their subsidiaries.

Each company must appoint a secretary through a public announcement, with the board of directors making the appointment in line with the Companies Act and relevant procedures. Information about new appointments must be published on the company’s website within five days.

If a company does not appoint a secretary, the PCB will have the authority to do so, with appointments required within 15 days of notification.

Candidates for the role are expected to have work experience in one or more of the following areas:

  • Law

  • Corporate governance

  • Management

  • Secretariat administration

Educational backgrounds in law, governance, management, or business-related fields are required.

Appointed company secretaries must complete training conducted by the Capital Market Development Authority (CMDA) within six months of their appointment.

The performance of company secretaries must be appraised at least once a year, as determined by the company’s board.

Secretaries may be removed by a majority decision of the board. If a secretary resigns, the chair must ensure that a proper handover is completed.

Secretaries currently serving will remain in their positions but will be required to formalise their employment agreements under the new rules.

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