Last year the Institute started a series of informal get-togethers under the guise of ‘Happy Friday for Chartered Secretaries’ – an opportunity for the Institute’s members of all ages and backgrounds to meet and discuss topical professional issues. At one such gathering in November last year, two of the Institute’s fellows, Peter Greenwood, Executive Director – Strategy with CLP Holdings and Susie Cheung, General Counsel and Company Secretary of the Hong Kong Mortgage Corporation, offered some reflections on the skills and qualities company secretaries need to make the best of their career.
In recent years, the role of the company secretary has grown in importance and received increasing recognition. This is largely the result of the increasing importance attached to good corporate governance and a better appreciation of the central role which the company secretary can play in the adoption, implementation and monitoring of high governance standards. There has never been a better time to be a company secretary. There have never been more opportunities for the younger members of our profession to develop and apply their skills at the highest levels of management.
At the Institute’s ‘Happy Friday for Chartered Secretaries’ gathering in November last year, we were invited to share some observations about career development for younger members of the profession. The discussion focused on a number of key factors or qualities which can help young corporate governance professionals develop their maximum potential.
Thorough and up-to-date mastery of all of the technical aspects of a company secretary’s role is essential. It might seem old-fashioned but there is no substitute for genuine in-depth knowledge of the Companies Ordinance, Listing Rules and the mass of other legislation and regulation which bears on the administration and governance of the modern corporation. Shareholders, directors and senior management look to the company secretary as the primary source of advice, information and assurance about compliance with these critical aspects of any businesses’ legal environment. The era has passed when regulation was light- handed, easy to learn, and seldom changed. Gone too are the days when, in the absence of actual knowledge, common sense would be sufficient to guide compliance. Today’s company secretary, in order to advance in his or her chosen profession or to gravitate to a larger role, must first and foremost know the rules.
Good communication skills
Company secretaries increasingly need to have the skills to communicate to a broad range of stakeholders across the full range of media. A suite of communication skills includes:
- language – English and Putonghua at least. Practitioners should be able to communicate effectively and professionally in the languages they operate in.
- presentation skills – the ability to hold an audience, to present complex issues in a concise and impactful way and the capability to exploit the full range of modern communication platforms, and
- narrative ability – the capability to deploy an argument, a proposal or a recommendation in narrative form, not merely in bullet points or as a presentation.
The last of those observations may seem to be the most surprising in the ‘Powerpoint’ era. However, a good company secretary must be able to present his or her thoughts in a coherent, connected and, where necessary, nuanced way. There is even a trend favouring the provision of information to boards in narrative form, rather than as a Powerpoint presentation. This is on the basis that Powerpoint presentations leave a dangerously inadequate record of the manner in which an issue was put before directors and, from an evidentiary perspective, fail to establish that matters were laid before the board, analysed and considered, with the completeness that the issue deserved.
Excellent interpersonal skills
These are skills which are essential for advancement in any career, but they are especially important for a company secretary who needs to interact effectively with every decision-maker within a company, right up to the chairman and shareholders, and with every colleague whose input and assistance is required in order to enable an effective decision making process. A key element of the company secretary’s role is ensuring that decisions are taken at the right time, by the right people possessing the right information – bringing that together demands excellent interpersonal skills.
The developing company secretary will want to see his or her role as beyond that of ‘minute-taker’ or ‘compliance box-ticker’. With connections at the highest levels of decision-making within a corporation and oversight across all of a company’s activities, the company secretary is well positioned to make a broad contribution as a member of senior management. To do this requires the addition of commercial awareness whereby the company secretary applies his or her functional skills to practical, value-adding business solutions. Aside from the experience acquired at the workplace itself, this suggests a strong case for company secretaries, as with other high-potential younger managers, to add a business or finance qualification to their personal portfolio. In other words, career-long learning is as beneficial for a company secretary as for any other management professional.
Willingness to adapt, evolve and change
Company secretaries have traditionally been regarded as belonging to a conservative or old-fashioned profession. This is right and proper since the core aspects of the job involve regulatory compliance and a company secretary should be inherently risk-averse. However, the job has changed enormously in recent years and will continue to do so. A company secretary who wants to make the best of his or her career must want to adapt, evolve and change, rather than to be characterised by ‘a fear of the new’. This means being a driver of change – an accelerator, not a brake, on improved and enhanced corporate governance practices and processes.
For example, as businesses become more complex and the decision-making process more intense and rapid, company secretaries can reassess the volume and content of the information provided to directors and the means (including the growing use of electronic board platforms) by which that information is transmitted. Companies are increasingly traded on a number of markets (some companies may have their shares traded for as much as 18 hours in any given trading day). No one is better placed than a company secretary to understand and manage the implications on governance and disclosure of global security trading as it moves towards what may ultimately be a 24/ 7/ 365 basis.
Business is global. Hong Kong’s future depends on its continuing capacity to serve as a hub for the exchange of ideas, the provision of value-adding services, a global financial centre and pivot for East/ West commercial exchange. Few company secretaries will be able to define their role and restrict their horizons by reference to Hong Kong alone. A modern company secretary will need a wide vision. This calls for a desire to search for and capture best governance practices not only in other companies, but in markets and jurisdictions across the world. Company secretaries who work for large listed- companies will need to have the ability to contribute to the collective effort by their board and fellow management to make their business not merely good by Hong Kong standards, but amongst the best in Asia or worldwide.
Honesty and integrity
Company secretaryship is a profession. A professional is someone who puts honesty and integrity, and recognition
of the higher values of his or her role, above self-interest. None of us can choose to be smart or intelligent – if so, this would be a choice we would have all made already. But we can choose to be honest and we can abide by that choice. Even though a temporary advantage may be perceived from acquiescing in some conduct which falls short of proper legal or business standards, in the long term no one respects someone who is prepared to compromise on their ethics and conduct. Short-term popularity gained at the expense of long-term credibility is a poor bargain for an ambitious company secretary.
Peter Greenwood, Executive Director – Strategy with CLP Holdings
Susie Cheung, General Counsel and Company Secretary of the Hong Kong Mortgage Corporation
This article is based on the authors’ joint presentation at the Happy Friday event held on 23 November 2012 at The Hong Kong Club. Information on forthcoming events are available on the Institute’s website: www.hkics.org.hk.