Leveraging Company Secretarial Services for Board Success in Kenya
Company secretaries play a crucial role in the effective and optimal performance of boards. Being positioned both in the board and the management, company secretaries have a unique position which allows them to congregate all ideas in the boardroom. This specifically enables them to function as a bridge between the board, management, shareholders, and all other stakeholders creating synergy and increasing the overall productivity and effectiveness of the board.
One of the primary responsibilities of company secretaries is to ensure compliance with statutory and regulatory obligations. This entails staying up to date with changes in legislation, advising the board on legal and regulatory matters, and overseeing the filing of necessary documents with regulatory authorities such as the Registrar of Companies and the Capital Markets Authority (CMA). By staying alert to regulatory changes and requirements, company secretaries help mitigate compliance risks and safeguard the interests of the company and its stakeholders.
Additionally, they ensure the company’s governance practices and standards are appropriately developed, maintained and are as per the market standards. By conducting regular reviews, assessments, and benchmarking exercises, company secretaries help identify areas for improvement and ensure that the company’s governance practices remain robust, effective, and in line with market expectations. Their proactive approach to governance ensures that the company operates ethically, transparently, and in accordance with industry standards, thereby enhancing trust and confidence among stakeholders.
Moreover, company secretaries act as the custodians of company records, making sure that board meetings, resolutions, and corporate governance policies are accurately and up to date. This documentation promotes accountability and transparency and offers a record of past decision-making processes, which is crucial in averting conflicts and legal challenges.
Company secretaries are well-positioned to conduct training sessions for board directors. Such trainings include risk management, fiduciary duties of directors, ethical considerations, and emerging governance trends. Additionally, they play a vital role in facilitating succession planning processes by assisting boards in identifying and developing potential candidates for board positions. They work closely with nominating and governance committees to develop succession plans that align with the organization’s strategic objectives and long-term goals.
They further assist in board evaluations by providing administrative support and ensuring the integrity and objectivity of the evaluation process. They assist in compiling evaluation reports, synthesizing key findings, and presenting recommendations to the board for action. Company secretaries leverage their insights and observations from the evaluation process to inform governance enhancements, refine board practices, and promote continuous improvement. By fostering a culture of accountability and transparency, company secretaries contribute to the ongoing evolution and refinement of the board’s performance and effectiveness.
The company secretary is pivotal in facilitating communication between the board, management and shareholders. They provide an avenue for disseminating information to stakeholders, coordinating the circulation of board materials, and facilitating the organization of annual general meetings (AGMs) and other shareholder gatherings. Company secretaries help stakeholders develop trust and confidence by encouraging open lines of communication, which improves the company’s legitimacy and reputation.
Effective board support systems are indispensable for fostering governance excellence and ensuring the long-term success of companies. In Kenya, where regulatory scrutiny is intensifying, leveraging company secretarial services is essential for boards to navigate complex legal landscapes and fulfil their governance obligations. By providing specialized expertise, administrative support, and strategic guidance, company secretaries empower boards to operate efficiently, uphold high standards of governance, and enhance stakeholder confidence. As corporations continue to evolve in response to changing market dynamics and regulatory requirements, the role of company secretarial services will remain pivotal in driving governance excellence and sustaining corporate success in Kenya.
By:
Ruth Kwamboka,
Graduate Trainee, Andersen in Kenya.