Company Secretary Career Path: From Governance Adviser to the Boardroom
The company secretary sits closer to the board than almost anyone else in an organisation. They help the board run well, advise directors on governance and make sure the organisation meets its legal and regulatory obligations.
It is a role many people stumble into. A lawyer is asked to take on the secretariat. A CFO picks it up in a smaller company. A governance adviser grows into it.
For people interested in governance and boards, it can be one of the most rewarding careers available. It also offers a path to non-executive director roles later.
This article explains what the role involves, how to get into it, what skills you need and where it can lead.
What a company secretary does
The role varies by organisation, but common responsibilities include:
Organising board and committee meetings, agendas and papers
Taking and maintaining minutes
Advising the chair and directors on governance and procedures
Managing company registers and statutory filings
Supporting compliance with corporate law and, for listed companies, listing rules
Managing director appointments, inductions and board evaluations
Overseeing shareholder communications and annual general meetings
Supporting governance policies, such as codes of conduct and delegations
In larger organisations, the company secretary often leads a governance team and may also be responsible for legal, risk or compliance.
Legal requirements
In Australia, public companies must have at least one company secretary under the Corporations Act. Proprietary companies are not required to have one, although many do.
In New Zealand, the Companies Act does not require a company secretary, but many larger companies, listed entities and public sector bodies appoint one because of the value the role brings.
Who becomes a company secretary
People usually come from one of these backgrounds:
Law: lawyers in corporate, commercial or governance practice
Finance and accounting: CFOs, Financial Controllers and finance managers who take on governance duties
Governance and compliance: governance advisers, compliance officers and risk professionals
Executive support: board liaison officers and executive assistants who build governance expertise and formal qualifications
Each background brings different strengths. Lawyers bring legal knowledge. Finance people bring understanding of reporting and audit. Governance specialists bring process and board experience.
The career path
Governance officer or adviser
An entry point into the field. Supports board processes, prepares papers, keeps registers and helps with compliance.
Assistant company secretary
Supports the company secretary across board and committee meetings. Often responsible for specific committees or subsidiaries.
Company secretary
Leads the secretariat. Advises the chair and board. Manages governance across the organisation and its subsidiaries.
Group company secretary or general counsel and company secretary
Leads governance for a large group, often combined with legal or risk leadership. Usually part of the senior executive team.
Board roles
Many experienced company secretaries move into non-executive director roles, particularly on audit, risk and governance committees. Their understanding of how boards work is a real advantage.
Qualifications
Formal qualifications in governance are valued and sometimes expected. In Australia, the Governance Institute of Australia offers recognised governance qualifications. In New Zealand, governance professionals often draw on the Institute of Directors and other governance programs.
A degree in law, commerce or business is common. Some roles prefer or require a legal qualification. Finance qualifications such as CA or CPA are valued, especially where the role combines governance with finance.
Skills you need
Judgement and discretion: you will handle confidential and sensitive information
Attention to detail: minutes, registers and filings must be accurate
Clear writing: board papers and minutes must be concise and precise
Understanding of law and governance: corporate law, listing rules where relevant and governance principles
Relationship skills: you work closely with the chair, CEO and directors
Independence: sometimes you must give advice that directors do not want to hear
Organisation: managing a full board and committee calendar
Moving into company secretarial work from finance
Finance professionals often move into company secretarial roles, especially in mid-sized or listed companies where the CFO also acts as company secretary.
If you are in finance and interested in governance:
Volunteer to support the board secretariat
Take on board paper preparation and committee support
Study a recognised governance qualification
Build knowledge of corporate law and governance principles
Take a governance role on a not-for-profit board
Show this experience clearly on your resume. Governance work is often hidden inside finance roles.
Moving from company secretary to the board
Company secretaries see more board meetings than almost anyone. They understand what makes boards work and what makes them fail. That knowledge is valuable when you move into a director role.
To make the step:
Build experience on not-for-profit, community or subsidiary boards
Complete director training, such as through the AICD or IoD
Present your experience in board language, focused on governance contribution, not administration
Build relationships with chairs and directors
See how to become a non-executive director in Australia, how to get on a board in New Zealand and whether AICD or IoD courses lead to a board seat.
How to present company secretary experience on a resume
Show scale and complexity:
Type of organisation: listed, unlisted, government, not-for-profit
Number of boards and committees supported
Number of entities and subsidiaries
Key projects: governance reviews, board evaluations, AGMs, capital raisings, restructures
Show your advice, not just your administration. “Advised the chair on board renewal and led a governance review that reduced committee duplication” says more than “organised board meetings”.
For board-focused resumes, see board biography and one-page summary.
Common mistakes
Describing the role as administrative when it is advisory
Leaving out the scale and type of boards supported
Not showing governance qualifications or training
Hiding company secretary duties inside a finance or legal role
A sample company secretary role on paper
Company Secretary, Harbour Resources Ltd, Perth (2021 to present)
Company Secretary of an ASX-listed resources company, reporting to the CEO and to the board through the chair. Supports the board and three committees and manages governance for 12 subsidiaries.
Key achievements
Led a governance review that streamlined committee charters and cut board paper volume by a third.
Managed three annual general meetings and a capital raising, with all market and regulatory requirements met on time.
Introduced a board evaluation process, leading to two new director appointments to fill skills gaps.
Interview questions to prepare for
Company secretary interviews often test judgement, discretion and relationships. Prepare examples for:
“Tell me about a time you had to give the chair advice they did not want to hear.”
“How do you manage conflicts of interest on a board?”
“Walk us through how you prepare for a board meeting.”
“Tell me about a governance issue you identified and fixed.”
“How do you handle confidential information when you are under pressure from executives?”
Panels want someone the board can trust completely and who will stand firm on governance.
The relationship with the chair
The most important relationship for a company secretary is usually with the chair. Good chairs rely on their company secretary for advice, preparation and a calm presence in difficult moments. Show in your resume and interviews that you have built strong, trusted relationships with chairs and directors, and that you understand where your role ends and theirs begins.
Combining finance and company secretary roles
In many mid-sized companies, the CFO also acts as company secretary. If that is your situation, make sure both parts of the role are visible on your resume. Give the governance work its own bullets: board and committee support, AGMs, statutory filings, governance policies and board evaluations. Many CFOs undersell this work, yet it is exactly the experience boards look for when appointing directors later.
Keep learning
Governance changes. Corporate law, listing rules, reporting requirements and expectations of boards all move over time. Strong company secretaries keep up through professional development, governance networks and reading. Show this on your resume through recent training, memberships and any involvement in professional bodies.
Where to start this year
If governance interests you, pick one step this year: a governance course, support for a board or committee in your organisation, or a seat on a small not-for-profit board. Each one builds experience and tells future employers you are serious about the field.
Your next step
If you are interested in governance, ask to support one board or committee meeting in your current organisation. See how papers are prepared, how meetings run and what directors focus on. That experience will tell you quickly whether this path suits you.
If you want your resume positioned for governance or board roles, my board resume writing covers company secretaries and directors.
If you are weighing up a move into governance, book a complimentary Clarity Session.
