As corporate secretary responsibilities expand, boards may turn to managed services and technology to fulfill their increasing commitments. Learn how these tools can help boards meet their obligations across a global suite of jurisdictions.
In recent years, the areas of responsibility for boards of directors have grown, seemingly exponentially. Boards that have long overseen traditional matters such as strategy and management succession now find that their responsibilities extend to areas such as:
Not surprisingly, the increased responsibilities of the board have created the need for mission-focused board support. The obligations imposed by these additional responsibilities can be exacerbated by the fact that the people responsible for board support often have other responsibilities. For example, in many companies, the corporate secretary and one or more assistant secretaries are part of the larger legal function that handles transactions, litigation, contracts, and other matters. Further, many of those who provide board support perform similar functions for subsidiaries throughout the world, each subject to differing legal and regulatory regimes, adding significantly to their required scope of knowledge in carrying out related duties.
Board support functions need to fulfill their increasing roles and responsibilities efficiently, but with no diminution in quality or timeliness. A conventional way of addressing this challenge is from a talent perspective: increase headcount. However, adding staff can be difficult; in uncertain economic times, it can be virtually impossible. Accordingly, board support functions may need to consider alternatives such as greater reliance on external resources (primarily technology and managed services), as well as collaborating cross-functionally with other groups within the organization.
Technologies, such as board portals, have transformed the way many board support functions fulfill their responsibilities. For example, board and committee meetings can be easily calendarized, and meeting materials can be shared with the board and its committees in advance of upcoming meetings electronically and securely (regardless of where the director may be) via the board member’s computer, tablet, or other mobile device.
Importantly, a board support function leveraging managed services can continue to maintain control of overall policies, procedures, and decision-making with real-time visibility into the workflow, which can be important when management, board members, and their personnel request information on the status of those processes.
Technology and managed services can also be used to provide board support to the organization’s subsidiaries across the globe. Both can provide customized approaches to reflect local laws and customs, and a single-source provider can efficiently incorporate corporate policies across different jurisdictions and business units.
Given the ever-increasing responsibilities of boards and their committees, it could be imprudent and risky for those providing board support functions to continue to operate without incorporating technology and other enablers to assist with carrying out their roles and responsibilities. Boards and their stakeholders, both within and outside the organization, reasonably expect and may demand that those functions embrace new solutions to providing information, facilitating virtual and in-person meetings, and carrying out other board and committee responsibilities.
Accordingly, advances in technology and options such as managed services could now be “must-haves” rather than “nice-to-haves” to address the expanded role of the board and bring about not only greater efficiencies, but also greater effectiveness in enabling and tracking proper corporate governance.