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The Role of the Company Secretary

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The Role of the Company Secretary

The company secretary is the chief administrative officer of the company and shares various responsibilities with directors under the Companies Act. Private companies are no longer obliged to appoint a company secretary although most continue to do so. This is because the associated duties and requirements remain – for example, if there is no company secretary then directors must understand and fulfil responsibilities. 

This role holds a strategic position of considerable influence at the heart of an organisation’s governance. It is in everyone’s interest to ensure the secretary is the right person for the job, understands what’s involved and gets adequate support in their role. 

The Role of the Company Secretary course is designed to equip you with the tools and knowledge to carry out this critical and complex position. You will learn how to engage with the wider corporate aims of your organisation, ensuring the outcomes you produce and deliver are aligned to the broader organisational goal. 

Course Summary

Duration:

2 Day


Delivery Method and Price:

Virtual Classroom:
Price on Enquiry

Face to Face Classroom:
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About the Programme

A company’s reputation is one of its most prized possessions and reputational risk can make or break a business. It’s essential this asset is not undermined by breaches of the law or failure to follow best practice. The company secretary must ensure that legislation and regulations are adhered to, compliance is full and up-to-date at all times and areas of potential risk are identified and dealt with. This is in addition to the smooth running of an organisation that looks after its directors, staff, shareholders and investors. 

The role and responsibilities of the company secretary continue to grow and so it’s crucial to keep up-to-date with changes and new developments and understand their implications across a wide range of business activities. 

Legislation to criminalise certain activities in companies is increasing. There are now many offences in company law which can lead to directors being fined along with the company secretary and in serious cases it can lead to a custodial sentence. 

The course will cover what we define as the key skill set of a company secretary. This includes corporate law, finance, governance, strategy and corporate secretarial practice, as they advise the company’s board in these key areas, providing support to the chair, CEO and Non-Executive Directors. 

On completion of this programme, participants will understand: 

  • The basics of company law and governance 
  • The legal and other responsibilities and duties of a company secretary, and how they are changing 
  • What a company secretary should know, the questions they should ask and what to do when problems arise 
  • How to influence colleagues at the highest levels, with effective communicating and negotiating necessary solutions 
  • How to support your board’s strategy and drive the business performance agenda 
  • How to identify the deployment of power, and understand and influence boardroom behaviour 
  • Recognising board dynamics, developing relationships, and engaging stakeholders 
  • Improving your confidence and ability to operate in the boardroom setting and executive level environments 
  • The importance of strong attention to detail and writing clearly and concisely 
  • Taking in and processing large amounts of information 
  • The importance of being trustworthy and keeping information confidential as required 
  • Setting priorities, managing your role and career to meet organisational needs 
  • Delegation, multi-tasking effectively, and taking the initiative 

 

Session 1

The Role of the Company Secretary

Key themes include:

  • the position and duties of a company secretary
  • the different ‘hats’ a company secretary may wear and how to manage these roles
  • the ‘soft’ skillset
  • memorandum and articles
  • statutory forms, statutory registers and records
  • company identity, seal etc.
  • share capital; reports and accounts
  • meetings, resolutions and minutes
  • directors’ duties and responsibilities, Board meetings

Session 2

Role of the Directors

Key themes include:

  • position and types of director
  • overview of statutory duties (and implications for Board minutes)
  • disclosure of interests and conflicts of interest (and implications for Board minutes)
  • insurance and indemnities in favour of directors
  • appointment and removal of directors
  • service contracts
  • transactions with directors and loans to directors

 

Session 3

Best Practice in Compliance and Good Governance

Key themes include:

  • being the central point for governance operations and strategic influence between the executive management and the Board
  • understanding what represents good governance and compliance

Not Applicable


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Is this course right for you?

  • The position and duties of a company secretary
  • The different ‘hats’ a company secretary may wear and how to manage these roles
  • The ‘soft’ skillset
  • Memorandum and articles
  • Statutory forms, statutory registers and records
  • Company identity, seal etc.
  • Share capital; reports and accounts
  • Meetings, resolutions and minutes
  • Directors’ duties and responsibilities, board meetings

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