Educator and Governance Leader
There are multiple definitions of governance and many role players within the corporate governance framework of an organization. Notwithstanding the numerous other role players such as the finance director and head of risk and internal audit, the company secretary needs to take the lead on issues relating to governance. This would include ensuring the adequacy of the governance framework, including that for board committees, mandates as well as ensuring compliance with relevant legislation.
The role of a governance leader encompasses the important function of ensuring that a proper board education program is in place. Together with the chair, the company secretary will ensure that new directors are properly inducted into the organization and that there is an adequate and meaningful ongoing professional education program for directions. To provide an adequate service in this regard, it is important that the company secretary
- Have a deep understanding of the business;
- Get to know the new nonexecutive directors so as to understand what knowledge they have and where any potential knowledge gaps may exist to be addressed in a custom-made induction program. Knowledge of an individual will also assist with an assessment of the type of learning programs that would work best for that individual director;
- Consider current and potential issues that may arise in the business to ensure that the ongoing board education program actively provides the nonexecutive directors with the necessary skills and information to meet their ongoing board duties;
- Continuously review the content of an ongoing board education program with management to ensure that the directors are prepared for any new market or regulatory developments and new products; and
- Ensure that both the induction and ongoing education program are aimed at providing the nonexecutive directors with sufficient knowledge of the organization and its products, risks, and stakeholders so that the directors can adequately fulfil their fiduciary obligations.