The company secretary – the power behind the board!Theresa Minnie, Head of Client Relations and Members

7 October 2015

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About ICSA

Who we are and what we do

• the chartered membership and qualifying body for people working in governance, risk and compliance, including company secretaries

• over 120 years experience developing the skills, knowledge and experience of governance through our qualifications, training, high-quality guidance and technical know-how

• promote good governance and practice across all sectors

An alternative career option!

Consider becoming a company secretary… it’s your first foot in the boardroom

…but what does that mean?

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Do not confuse the role with a PA

Think more of a secretary in the governmental meaning

– e.g. Permanent Secretary, Secretary General

It’s a senior role at the spearhead of business – the ‘keeper of secrets’

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Being a company secretary

• the Companies Act 2006 requires all public companies to appoint a company secretary.

• private companies are not required by law to hire a company secretary, but most large firms and many mid-sized firms and not-for-profit organisations do – although it may be called ‘Head of Governance’.

• the role of the company secretary is diverse, varied, challenging and influential; much more than filing papers!

• but what is a company secretary?

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The role

• the company secretary is a strategic position of considerable influence, at the heart of operations within an organisation, working closely with the Board and Board Committees.

• company secretaries are tasked with ensuring that a company complies with its legal, ethical and regulatory obligations, administration and compliance with governance codes.

• company secretaries directly advise the board of an organisation on:

• Governance• Company law• Regulatory compliance • Risk• Strategy

What do they do - 1?

• Develop the systems that ensure the company complies with all applicable codes, as well as legal and statutory requirements (e.g. Companies House filing)

• Monitor changes in relevant legislation/regulations and initiating appropriate action

• Organise board meetings and AGMs, including preparing agendas and taking minutes, and advising the Chairman on matters of governance

• Ensure good shareholder/stakeholder relations and keeping the board up-to-date on shareholder opinion

What do they do - 2?

• Manage induction of – and being the essential friend to - Non-Executive Directors (NEDs)

• Maintain statutory books, including registers of members, directors and secretaries

• Ensure decisions made are communicated to the relevant company stakeholders and driven through to completion

• Contributing to meeting discussions, advising members of the legal, risk and governance implications of proposed policies

• Responsibility for share registration, HR, pension administration, facilities.

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Where do they work?

Company secretaries work across all sectors in a range of different organisations:

• private companies

• public sector (e.g. local governments, the NHS)

• not-for-profit sector (e.g. charities and professional bodies)

• professional services firms

• their own businesses as sole practitioners or partnerships, providing a range of clients with company secretarial services for a fee.

Career progression and expected salary

Standard progression for company secretaries looks broadly like this:

• Being a chartered secretary demonstrates a dedication to the profession and helps progress your career and gives access to higher salaries.

TraineeCompany Secretary

Assistant Company Secretary

Deputy Company Secretary

CompanySecretary

Company Secretarial Assistant

£23k to £29k £30k to £35k £40k to £62 £48k to £100k £78k to £200k

Is it for you?

Being a company secretary is a great choice for anyone who:

• Has interest, knowledge or a qualification in company law and/or finance

• Has strong attention to detail

• Enjoys working autonomously

• Can write clearly and concisely

• Can take in and process large amounts of information

• Is trustworthy, able to keep confidential information confidential

• Wants to be ‘in’ the business’, with access to the main players

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A world of opportunities!• ICSA membership is international and transferrable!

• you can transfer your membership to any of our other eight Divisions:

Australia

New Zealand

South Africa

Zimbabwe

Canada

Hong King & China

Singapore

Malaysia

 

Thank youRegister your interest with us on www.icsa.org.uk/gradinfo