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
2 Day
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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.
*Please note that some of the materials and objectives may be subject to change depending on discussions, activities and needs of the cohort upon reflection of delegate responses to the pre-programme questionnaires.*
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
Tom Robinson
Tutor
A versatile business leader having held 5 divisional MD roles and been Chief Sustainability Officer within a FTSE 250 plc, followed by 6 years as Chief Executive within a private, family-owned business. Now operating as a consultant and business advisor assisting organisations improve their performance.
Tom has been responsible for delivering projects and services to customers in both private and public sectors including communications, defence, retail, health and logistics. Businesses Tom has led include construction, facilities management, property development, architecture, vehicle and plant asset management, recruitment and training.
He has a track record of driving transformation and improvement and is driven by an enthusiasm for customer service and responsible business.
Tom is a member of the Advisory Board to the Lincoln International Business School.
Our dedicated In-House Training team can work with you to create a tailored training course that creates an optimal learning experience. Our bespoke built training programmes are designed around your needs and allow you to meet the specific requirements of your business.
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