London, 30 January 2015 – On 22 January, Simon Osborne, Chief Executive of ICSA, the Institute for professionals working in governance and compliance, told a packed audience at the Guernsey Institute of Directors that Non-Executive Directors (NEDs) ought to make more use of the talents of company secretaries.
Drawing on research by Professor Andrew Kakabadse of Henley Business School into the role and value of the company secretary, Mr Osborne advised delegates of the critical role that company secretaries now play in the field of governance and how as the ‘wise friend and counsellor’ they are especially well placed to help NEDs fulfil the duties of their role.
Not only are company secretaries a crucial part of the induction process and look after NEDs in terms of the risks and liabilities they take on as non-executives, they are also a vital bridge between the board and executive management. In the words of one company secretary interviewed for the research:
‘It’s a matter of having a relationship. You stand somewhere in between the execs and non-execs, so they both trust you and you act as an interpreter or sounding board… they can bounce things off you they might not want to say directly to each other… this is a key intangible.’
To be successful, it is vital that company secretaries have both direct and informal access to board members – NEDs, CEOs and chairmen. Getting the information flows right and the balance of views clearly understood and represented is a critical part of the role. Their particular added value lies in the fact that NEDs can feel free to call the company secretary and ask about anything.
The research also highlights the fact that the best company secretaries deliver strategic leadership and facilitate the delivery of organisational objectives.
“The amount of governance, and the amount of challenge and advice that this role now has to give to the executive team, the chairman and the non-execs has gone through the roof,” says Mr Osborne “Board members often lack awareness of the ways in which the company secretary supports an organisation in its decision-making. I would urge NEDs, and the board in general, not to miss out on making full use of the skills, knowledge and experience at their disposal.”
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