CFO and Company Secretary: Holding Both Roles
In many mid-sized businesses across Australia and New Zealand, the CFO is also the Company Secretary.
It is a common combination, especially in private companies, smaller listed companies, not-for-profits and subsidiaries. The CFO already works closely with the board, understands governance and handles many compliance matters. Adding the company secretary role often seems natural.
But it is a real second job, with its own responsibilities and risks. Done well, it gives the CFO deep governance experience and a strong platform for future board roles. Done badly, it can create time pressure and conflicts.
This article covers why the roles are combined, what the company secretary part involves, how to manage time and conflicts, how to show both roles and when to split them. Company secretary duties are set by law and vary by type of company, so keep descriptions general.
Why the roles are often combined
Size. Smaller businesses may not need or afford a full-time company secretary.
Overlap. Both roles involve the board, compliance, reporting and governance.
Trust. The board already relies on the CFO.
Efficiency. One person coordinates board papers, minutes and finance reporting.
In larger listed companies, the roles are more often separate, with a dedicated company secretary, sometimes within the legal team.
What the company secretary part involves
In general terms, the company secretary role often includes:
Organising board and committee meetings
Preparing agendas and coordinating board papers
Taking and keeping minutes
Keeping company registers and records
Lodging documents with regulators
Supporting directors with governance matters
Managing shareholder communication and meetings
Advising on governance policies
For listed companies, there may be extra responsibilities linked to market disclosure.
Company secretaries can carry personal legal responsibilities. If you take on the role, make sure you understand them and have appropriate support and insurance.
Much of the work centres on board papers. See how to write a board paper.
Time, conflict and board access
Time. The company secretary role takes real time, especially around board meetings, annual general meetings and year end. CFOs who take it on need support, such as an assistant company secretary, an administrator or external help.
Conflict. The CFO reports to the CEO. The company secretary is often accountable to the board through the chair. Usually this works smoothly. But if the CEO and board disagree, the person holding both roles can be caught in the middle. Clear boundaries help.
Board access. The combined role gives the CFO very close access to the board and chair. This is valuable for your career. Handle it with care and always keep the CEO informed.
Showing both roles on your resume
Show the combined role clearly in your title and mandate line.
Example:
CFO and Company Secretary, Coastal Health Group (2020 to present)
CFO and Company Secretary reporting to the CEO and, for company secretarial matters, to the Chair. Accountable for finance, treasury, IT, governance and company secretarial functions for a $180 million health services group. Leads 22 people.
Key achievements:
Rebuilt board processes, cutting board pack preparation time by 40% and introducing a board portal.
Coordinated 12 board meetings and four committees a year, including the annual general meeting.
Led a governance review that introduced new board and committee charters, adopted by the board.
Led finance results, including a refinancing and a 2-point margin improvement.
When to split the role
As the business grows, it may make sense to split the role. Signs include:
Board work is taking too much CFO time
The business is listing or growing fast
There are frequent conflicts between CEO and board roles
Governance needs specialist legal input
If you are leading that change, it can be a positive story. “Recommended and led the appointment of a dedicated company secretary as the business prepared to list.”
Using it as a path to board roles
The company secretary role gives the CFO direct experience of how boards work. Agendas, minutes, governance, director duties and board dynamics.
This experience is valuable when you later apply for non-executive director roles. Show it clearly on your board CV.
See build governance evidence before a board role and CFO to board director.
Interview preparation
If you hold both roles, expect questions such as:
How do you manage the time between the two roles?
How do you handle conflicts between the CEO and the board?
What governance improvements have you led?
What have you learned about how boards work?
Common mistakes
Treating the company secretary part as admin
Not showing governance results on your resume
Taking on the role without understanding its legal responsibilities
Not having enough support
Going around the CEO through the chair relationship
How search consultants view the combined role
When I was in executive search, a CFO who had also been company secretary often brought valuable governance insight. Boards liked it, especially in mid-sized and not-for-profit organisations. It also strengthened candidates for future board roles.
Your profile
Example: “CFO and Company Secretary with eight years of direct board and governance experience, including board process reform and a refinancing. Known for clear advice to the board and strong partnership with the CEO.”
A quick self-check
If you hold both roles, ask: does my resume show governance results as clearly as finance results? If not, add two governance achievements.
Annual general meetings
For many company secretaries, the annual general meeting is one of the busiest times of the year. Notices, proxies, shareholder questions and the meeting itself. If you have run AGMs, show it. It is valuable experience for future board roles and for CFO roles in listed or member-based organisations.
Board portals and processes
Many company secretaries lead the move to board portals and better board processes. These changes save time and improve governance. If you led one, show the result. “Introduced a board portal and new paper templates, cutting board pack size by 30% and preparation time by 40%.”
Support and insurance
If you take on the company secretary role, check that you are covered by the company’s directors and officers insurance and indemnities. Ask what support you will have, such as an assistant or external adviser. These are reasonable questions and show the board you understand the role and its risks.
Your LinkedIn
Use both titles on your LinkedIn profile. Search consultants filling CFO roles in mid-sized companies often look for governance experience, and the company secretary title signals it clearly.
Keeping the roles clear
Agree with the CEO and chair how the two roles work. Which matters go through the CEO? Which go directly to the chair? Writing this down early avoids awkward situations later.
A quick tip
Keep a simple calendar of every governance deadline: board meetings, AGMs, lodgements and policy reviews. It protects you and shows the board you are firmly in control of both roles, even in the busiest months.
Your next step
If you hold both roles, add the company secretary title and two governance results to your resume. If you are considering taking it on, ask about support, insurance and time before you agree.
If you want a resume that shows both roles clearly, my CFO resume writing covers CFOs and governance leaders across Australia and New Zealand.
If you are planning a move towards board roles, book a complimentary Clarity Session.
