The Board and the Company Secretary: Checklist

This year more than ever, Company Secretaries have been at the heart of the effort to keep boards operating effectively. Doing our board evaluations, we’ve seen lots of examples of CoSecs who have stepped up their game, showing great imagination in the ways they have enabled boards to continue, or even improve, their work. This is our checklist for use by Chairs, CEOs and CoSecs themselves to help with continuing to get the most out of the role.

The Role

• Have we identified what we need from the CoSec role – and do we have the right people?
• Is secretariat function resourcing setting up the board for strong decision-making?
• Does the CoSec have opportunities for formal development, and a clear succession plan?

Planning Ahead

• Do the CoSec and Chair meet regularly to keep on top of issues?
• Does planning with the CoSec mean we discuss what matters most at the right time?
• Is the CoSec working with management and the Board to adapt the annual plan?

Board Meetings

• Do the Chair, CEO and CoSec get together to plan board meeting agendas?
• Do the Chair and CoSec work together in meetings to keep things smooth and on time?
• Have we made it clear how and when we would value the CoSec’s input in meetings?

Papers & Minutes

• Do we need to give the CoSec more backing to enforce board pack deadlines?
• Have we given guidance on minutes: level of detail, action recording and circulation?
• Composition & Development
• Are we tracking board development progress against an action plan?
• Could we make better use of the CoSec’s perspective in NED assessment/recruitment?