Discussing the Business Management Roles of a Company Secretary
Unlike before, company secretaries now have business management roles because their job description is more complex than the typical assistants. Aside from performing tasks like taking minutes, scheduling meetings, and other secretarial work, they have a more complex role in the company.
Their role has evolved from only taking notes during board meetings to something the encompasses a wider role of being a board advisor. They are also responsible for the corporate governance of the company.
Find out more about what their role entails here:
Job Responsibilities
One of the primary corporate secretary responsibilities is to make sure the board of directors has the right advice and resources they need to fulfil their duties. They are indispensable to the company, especially to the board of directors and have a huge impact on corporate governance. An ideal corporate secretary makes sure the board operates legally and effectively.
The successful corporate secretaries should be effective when it comes to communicating clearly and accurately. They should be able to correctly interpret laws and legal rulings so that CEOs, board members, and stakeholders will get the right message. They should be discrete in handling important and sensitive data, especially if it is confidential.
They Keep Company Records
Another responsibility of a corporate secretary is to keep records while the minutes can be done by the secretarial staff. The corporate secretary needs to make sure that the content is complete and accurate. Here are some of the things that a corporate secretary should document, but there are not limited to:
- Constitution amendments
- Company name change or the principal address
- Capital stock increase
- Correspondence stockholder
- Stock issues
- Proxy statements and transfers
Preparation of Materials and Presentations
When it comes to preparing an agenda, reports, or materials needed for the meeting, the secretary should consider delivery, retention, and security.
The chair can conduct a meeting that is efficient when board members have enough materials ready way before the meeting so they can be reviewed. This way, the correction from the past minutes and agenda can be fixed before the meeting. In addition, board members will arrive at the meeting prepared with their questions and comments. Unless the past practices or by-laws require something else, the secretary will give the materials before the meeting starts.
Another way for the secretary to send them is electronically. The corporate secretary should write drafts like that and dispose of draft documents based on the company guidelines. It is also the secretary’s responsibility to tell board members about how they can keep the documents secure and confidential. When it comes to retention, the secretary should look at the materials and their distribution in a way that new users can benefit from them, as well as subsequent readers. The materials must be shown in a way that does not subject the company to liability.
Managing the Board Activities
Board meetings need planning and preparation so they can be effective, and the corporate secretary is responsible for that. They should manage aspects of committee and board director meetings, which includes everything from developing to arranging the logistics of the meetings. They participate in meetings and make sure to record the minutes.
They also manage the yearly shareholders’ meetings and develop meeting schedules. It can be as advanced as 2 years to make sure there is enough time for these meetings.
These are the responsibilities of corporate secretaries that you must be aware of. If you need a Philippine corporate secretarial services provider, you should contact us at 3E Accounting.
