A Company secretary is a senior position in the corporate governance of organizations, playing a crucial role in ensuring adherence to statutory and regulatory requirements.
This position is integral to the efficient functioning of corporations, particularly in common law jurisdictions.
The Company Secretary serves as a guardian of compliance, a facilitator of communication between the board of directors and other stakeholders, and a custodian of corporate records.
The company secretary ensures that an organisation complies with relevant legislation and regulation, and keeps board members informed of their legal responsibilities.
In many countries, private companies are required by law to appoint one person as a company secretary, and this person will either be a senior board member or a member of the senior management team.
Company secretaries in all sectors have high level responsibilities including governance structures and mechanisms, corporate conduct within an organisation's regulatory environment, board, shareholder and trustee meetings, compliance with legal, regulatory and listing requirements, the training and induction of non-executives and trustees, contact with regulatory and external bodies, reports and circulars to shareholders/trustees, management of employee benefits such as pensions and employee share schemes, insurance administration and organisation, the negotiation of contracts, risk management, property administration and organisation and the interpretation of financial accounts.
Relevant listing rules in China further clarify that the secretary of the Board is a managerial position.
The secretary has to be appointed within the first 30 days after incorporation or a penalty is imposed on the Directors, running into a risk of being blacklisted.
For publicly listed companies, these roles were clarified and expanded by the King IV report.
[14] Chartered Secretaries are the sixth highest paid employees in the UK according to the Office for National Statistics Annual Survey of Hours and Earnings (March 2010).
Sound corporate governance is deemed essential for both board and company performance, especially in the eyes of shareholders, particularly institutional investors.