What does a corporate secretary do? For many governance professionals, once they step outside of the governance arena – even within their own company – this is a commonly asked question. It seems very few people can tell you what exactly a corporate secretary’s job entails.
Truth be told, defining the profession has become even tougher due to the way in which the challenges of changing technology and economic downturns have forced many governance professionals to take on and juggle a number of responsibilities that were never a part of their original jobs. Being able to handle such multi-tasking has always been a part of the corporate secretary’s role. So, as business environments become more fraught with risk and volatility, the job of the corporate secretary continues to evolve into one of the more honorable, dynamic and widely sought-after jobs in the world.
Unfortunately, there is a laundry list of misconceptions and myths about the corporate secretary’s job. Those not familiar with governance might be inclined to believe that corporate secretaries are just minute-takers for the corporate board – high-profile gofers for the company’s top executives. In reality, corporate secretaries are tasked with providing the board with advice that will steer it in the right direction, as well as making sure the company is in compliance with existing regulations and is prepared to face what lies ahead in the changing regulatory world.
Laura Hewett, counsel at law firm King & Spalding and member of the national board of directors of the Society of Corporate Secretaries and Governance Professionals, describes the corporate secretary’s responsibilities this way: ‘In 2011, the corporate secretary of a public company is a senior corporate officer, frequently a lawyer with large-firm corporate or securities law experience, who enables the board of directors and senior management to improve their performance, thereby gaining the confidence of the company’s shareholders. The corporate secretary facilitates communications and the flow of information to and among the board, senior management and the company’s shareholders, and ensures that the board and senior management are well advised on corporate governance issues. The corporate secretary implements systems and marshals available resources to support the board, and is responsible for maintaining the records of the board’s actions.’
No doubt that clears things up for many, but just in case Hewett’s definition still has some people confused, Corporate Secretary has reached out to a group of current and former corporate secretaries who recently decided it was time to stand up and debunk some of the many myths about their profession. Here’s what they had to say.
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