The Rise of the Company Secretary

Historically, the role of the Company Secretary has been that of the humble servant to the CEO and the leadership - this is now fast changing

ICSA Ireland May 2015

SLP was honoured to be invited to speak at two of ICSA’s conferences this year on the subject of Success and Succession. The context for the talk was lessons learned from the tactical and strategic errors made at Manchester United over the past two years, causing the club to underperform and lose over £350 million in value.

In preparation for the talk, learning more about the ICSA community of governance, risk and compliance professionals (including Company Secretaries), had us realise that the topic of the talk was of more fundamental importance to this group than anticipated. It wasn’t just the lessons relating to the relevance of company cultures, risk management and governance failures that were of relevance to this group. This community may be on the verge of becoming a prime succession pool for senior leadership positions going forward.

Historically, the role of the Company Secretary has been that of the humble servant to the CEO and the leadership that takes notes, keeps the record straight and holds the repository of relevant board papers and such like. This is now fast changing. Partly driven by legislation, such as the new Company Act/Bill in UK and Ireland, the Company Secretary is now becoming a central advisor with duties relating to appointment of directors, risk management and governance.

The newly emerging Company Secretary role is of a senior person that is required to understand the whole business in order to advice on risk and governance issues, have an intimate understanding of the impact of options and decisions being considered and basically be a right hand person to the CEO and Board. Traditionally is has been the exclusive territory of the COO and CFO, but now the Company Secretary is going to be a peer at this level. No wonder there is a call for the Company Secretary to be acknowledged as a Senior Director.

So, when succession to the top posts in a company is being considered, there may be a new kid on the block soon. However, observing this community in action in and around the ICSA conferences, there is a critical ingredient still missing. The Company Secretaries need to step up to become the leaders they now are and transform from being humble servants to leaders that proactively shape the business they are part of.

They need to shift out of being compliance driven and become generators of growth and prosperity. They need to start managing risk rather than purely minimising risk. They need to govern rather than just support.

Transitioning into this new role will take willpower and effort. Firstly the risk, compliance, governance and Company Secretary community will have to seek partnership with the people who can help them develop and show up as the leaders they need to be for the future. Secondly, it will require the boards and executive teams where they work to make room for this bigger role and start listening differently to their Company Secretaries.

Traditionally at SLP we work with Executive Teams, Project Directors, and function leaders to bring about breakthroughs in performance, innovation, culture, and thinking. Listening to stories and case studies about how the role of the company secretary is changing left us excited about the pivotal role they could make in shaping organisations for the new era we've entered.

The Company Secretaries need to step up to become the leaders they now are and transform from being humble servants to leaders that proactively shape the business they are part of.