As the guardian to the board and chief governance officer, a company’s corporate secretary is one of its most important compliance managers. According to the Governance Professionals of Canada, the corporate secretary is the one who ensures the integrity of the governance framework, that is responsible for the efficient management of a company, that ensures compliance with statutory and regulatory requirements, and that implements the decisions made by the Board of Directors.
None of those roles, however, can be managed by paper anymore. The days of manual compliance management, of rooms full of filing cabinets or documents stored on an internal hard drive, are over; today’s governance, risk and compliance processes (otherwise known as GRC) require a more technological approach if success is to be seen.
And that means the corporate secretary, as the most important GRC body in the organization, must have access to appropriate technology, software and applications to get the job done efficiently and effectively - which means they must work side by side with the IT department to procure, maintain and upgrade any systems that are essential to their work.
3 things the corporate secretary needs - and how IT can help
The two roles may seem entirely separate, but actually the IT department and the GRC team should be well integrated to help ensure compliance and good standing.
The corporate secretary cannot and should not lead any technology procurement exercises without involving IT from the outset, and likewise IT should not procure applications without first conferring with those who will be using it day to day. Legal tech terminology can make systems seem similar when in practice they are used for very different things.
Here are three things the corporate secretary is responsible for as part of its GRC role, and how any internal technology needs to support that.
1. Data privacy
First and foremost, the corporate secretary must ensure sensitive corporate information is protected, and that directors’ personal information is handled responsibly. The corporate secretary is the guardian of the corporate record, and must work with IT to ensure it is stored safely, away from the curious eyes of cyber hackers and bad actors. In turn, IT should not lock down all systems and restrict access to only those on-premises. While this may seem like the best cybersecurity solution, it can actually hinder the corporate secretary’s essential role in governance and compliance.
2. Effective communications
The board, shareholders and employees must all be kept informed - when appropriate, of course - of the legal structure’s status and movements. The board must own GRC, while shareholders will need to be appraised of performance and outlook. Employees, then, need to communicate effectively between them to ensure better collaboration to meet compliance requirements. IT’s role is to provide the right systems and applications to enable these communications while also owning the user permissions arrangements, ensuring appropriate access based on job role.
3. Stakeholder management
In addition to communications with the board, shareholders and employees, the corporate secretary must also ensure that any stakeholders and third party partners to the business can access the information they need to - things like contracts, licenses, annual reports, filings, and so on. This means that IT must figure out how to grant permission to outside parties to access certain elements of the internal corporate record without compromising confidential data or revealing it to the wrong people.
Legal tech drives modern governance operations
It’s clear that modern GRC processes and practices cannot be completed efficiently or effectively without some form of legal tech assistance - especially as the burden of compliance and regulatory reporting grows, and regulators continue to increase the number of filings that can be handled electronically. These processes will not be completed correctly or compliantly if they are not handled by and through technology.
However, not all legal tech is created equally. While the idea of storing such confidential information as entity data in the cloud may send some IT managers running for the hills screaming, cloud-based entity management software and legal tech can actually make the corporate secretary’s role more streamlined. By enabling access from anywhere, by anyone with appropriate permissions, the IT team can help to ensure there are no bottlenecks in the compliance and governance workflows.
Cloud-based entity management software can help to get the right information to the right people at the right time. It can also support the corporate secretary’s demanding role by automating workflows, sending notifications and establishing dashboards that highlight the current status at a glance, and any emerging issues that need urgent attention.
Athennian’s subsidiary management platform has been built to make the day to day work of the corporate secretary less of a burden. It helps to ensure the board remains in the loop and fully informed, regardless of whether they’re on-site or not, and it helps the chief governance and compliance office to ensure the company never misses a filing deadline. It’s easier to track thousands of filing and compliance events across entities and jurisdictions with automated reminders, email notifications, data reports and more. Automate any corporate document, form or certificate in a single-click using the data you’ve already stored, and manage your templates from one source of truth.
Discover how we can help your team be more efficient and take back control over compliance for legal structures; book a demo to see how the Athennian subsidiary management platform can help IT to support the corporate secretary with the right tools for the job.
Athennian.com is the top reviewed legal entity management cloud platform for law firms and in-house corporate teams. Athennian is used by innovative organizations that value modern software with elegant automation and workflows. Integrating entity data management, document assembly, eSign, org charts, and e-file, Athennian is selected by leading law firms and corporate legal and tax teams to scale legal entity governance. Athennian offers rapid migration services for customers from any legacy database including ALF, CorpLink, EnAct, GlobalAct, EnGlobe, FastCompany, Corporate Focus, Blueprint (Diligent Entities), GEMS, hCue, Effacts and more.