Secretary Of Board Duties

Overview

The role of a Secretary of the Board is pivotal in ensuring that the board of directors of any organisation operates efficiently and effectively. This position involves a variety of administrative and facilitative duties that support the governance, compliance, and strategic activities of the board.

Key Duties and Responsibilities

The Secretary of the Board has a range of responsibilities that are critical for maintaining the integrity and functionality of board operations. According to Computershare.com, here are some of the primary duties:

Administrative Support

1. Meeting Preparation and Coordination: The secretary is responsible for organising board meetings, which includes scheduling, drafting agendas, distributing reading materials, and ensuring the availability of participants.

2. Record Keeping: The secretary must take and maintain accurate minutes of all meetings. These records are essential legal documents that capture decisions and actions taken by the board.

3. Document Management: Keeping track of corporate documents, by-laws, policies, and ensuring that these documents are accessible and updated.

Compliance and Legal Oversight

1. Regulatory Adherence: Ensure the organisation complies with relevant laws and regulations. This includes filing required documents with regulatory bodies and maintaining up-to-date statutory records.

2. Policy Enforcement: Assist in the development and enforcement of corporate governance policies and procedures.

Communication and Liaison

1. Board Liaison: Act as the main point of communication between the board and external stakeholders, such as auditors and regulatory agencies.

2. Information Dissemination: Ensure that all board members are kept informed of new happenings and decisions taken within the organisation.

Requirements and Eligibility

While specific qualifications can vary, having a strong background in administration, law, or business is often beneficial. According to the Institute of Directors in Southern Africa (IoDSA), requirements generally include:

• Education: A post-secondary qualification in business administration, law, or a related field is typically essential.
• Experience: Previous experience in corporate governance, board administration, or a similar role is advantageous.
• Skills: Strong organisational, communication, and leadership skills are vital.

Documents Needed

• Board Meeting Minutes: A record of previous meetings, maintained as part of corporate records.
• By-laws and Policies: Existing documentation that outlines the board’s procedures and governance framework.
• Compliance Filings: Up-to-date filings with the Companies and Intellectual Property Commission (CIPC) or equivalent regulatory bodies.

Practical Tips

• Stay Organised: Use digital tools and platforms to keep track of important documents and deadlines.
• Be Proactive: Anticipate potential compliance issues and address them before they become problematic.
• Continual Learning: Stay updated on legal and governance changes affecting board operations.

Additional Notes for South African Users

In South Africa, the role of the Secretary of the Board is crucial given the country’s specific regulatory requirements, such as adherence to the Companies Act and King IV guidelines on corporate governance. Being familiar with these local frameworks is essential for fulfilling the role effectively.

By understanding and executing these duties with diligence, the Secretary of the Board can significantly contribute to the smooth operation and success of the board and the broader organisation.