Role of Company Secretary in Meetings, Auditing & Secretarial practice | Auditing and Secretarial Practice - B Com PDF Download

The Role of the Secretary

The Secretary’s Responsibility

The secretary’s role in any formal group is to be guardian of the process of meetings. They are usually the person who makes the arrangements for the meetings, including AGMs, and keeps formal records of the group’s process and decisions: the minutes of the meeting. This may include keeping records of correspondence.

Preparation: Before the Meeting

There are a number of things that the secretary needs to know before a meeting, most of which can easily be found out by asking the person due to chair the meeting.

The most important are:

• Who is expected to make the arrangements for the meeting, including finding a venue and arranging for suitable refreshments and any AV facilities? This is often the secretary.
• Who is responsible for preparing the agenda? Each chair will have their own preference, but this is also usually a secretarial responsibility, working with the chair. There may be other people who have a right to add items to the agenda. See our page: Setting an Agenda for more information.
• The secretary has a role in making sure that the agenda is not overloaded, which may include discussing with the chair and others what could be postponed to a later meeting, and what could be covered in a written report.
• What type of notes or minutes are required? Do they need to be formal minutes that set out who said what, or brief notes that record the agreed actions?
• How quickly do notes or minutes need to be produced and circulated after the meeting?
• What is the process for clearing the notes for publication? Some chairs like to approve minutes before they are sent further, while others prefer them to be circulated to several key attendees at the same time.

 it is also worth finding out who is expected to attend, the organisations that they represent, and some of the issues which have been raised at previous meetings.

This will help to understand what’s going on. You can do this by looking at past minutes of meetings, and also asking the chair what is likely to be discussed.

The secretary is responsible for sending out the papers for the meeting. This will include, but is not limited to, the agenda, the minutes of the last meeting, and any papers for discussion or information.

On the Day of the Meeting

On the day of the meeting, there are several things that the secretary will need to do:

• Make sure that you know who is expected to attend the meeting. If the building has security guards, you may need to provide a list of attendees.
• Get to the venue early and check that everything is OK. If you’re responsible for the meeting arrangements, make sure that everything is there, the room is laid out correctly, any AV equipment is working, there are enough chairs, and any refreshments have arrived.
• You may want to give some thought to who sits where, and even mark our a seating plan, as this makes a huge difference to the way that the meeting runs. You should ensure that the chair is sitting centrally and that you are seated next to them.
• Make sure you have plenty of spare copies of papers for those who haven’t brought a copy. If there are a lot of papers it may be appropriate to arrange them in a folder using page/section numbers so that participants can easily find papers related to the current discussion.
• If you are using name badges, set them out in alphabetical order on a table by the door, where attendees can pick them up as they arrive.

Taking the Minutes of a Meeting
Welcome and Introductions

The minutes will need to include a full list of those present, and all who sent apologies.

To save you scribbling frantically as people introduce themselves around the table, circulate a sign-up sheet asking people to give their names, organisations and contact details. Note down any apologies for absence provided during introductions: people often introduce themselves as “So-and-so’s replacement and, by the way, he/she sends their apologies”.

The Main Business

How you take notes in the meeting depends on how formal the minutes need to be.

If you are only reporting a brief summary of the discussion, plus any action points, then you can afford to listen to the discussion and then summarise it in note form.

If, however, you are expected to write down the main points made by individual speakers, then you will need to make a fuller set of notes, including the speakers’ names or initials.

It’s a matter of choice whether you use a laptop or pen and paper to make notes, although it’s as well to check with the chair in advance especially in a paid role.

Supporting the Process

It is the job of the chair to manage the process of the meeting, but there are several things that the secretary can do to help.

These include:

• Quietly pass a note to the chair highlighting any issues with the timing of the agenda, or slippage, or when coffee is due to arrive.
• Recap and summarise the discussion. This is particularly helpful when people are starting to make the same points again.
• Ask for clarification of a particular point if you don’t understand it. The chances are that if you don’t, others won’t either and, anyway, you need to understand it to minute it correctly.
• Once an action has been agreed, check who is going to undertake it. It is not uncommon for a meeting to agree that action is necessary, and what that action is, without assigning who is responsible for it. You, as secretary, can ensure that this does not happen.

Depending on the type of organisation, whether you are at a fairly junior level, or the role is voluntary and you’re an elected member of a committee, it’s probably best to discuss these responsibilities with the chair in advance to make sure that your intervention will be welcomed.

After the Meeting

Now the work really starts!

It’s best to start writing minutes as soon as possible after the meeting. However transparent your notes seemed in the meeting, they won’t be nearly as clear 24 hours later, and if you leave them for two weeks you will wonder whether that was actually you in the meeting.

Minutes should follow the order of the agenda. Even if someone revisited a particular topic later on in the meeting, you should include that discussion under the original agenda item. Make sure that you include all the key points made in discussion, any decisions made and actions agreed, together with who is responsible for actions.

Minutes are almost always written in the past tense, and usually in the passive voice (“X set out that y needed to happen; it was agreed that Z would be responsible”). Use ‘would’ rather than ‘will’ for what is going to happen, especially with formal minutes.

It is a matter of style whether you use first names, titles plus surnames, or initials to refer to those speaking. Check with the chair, or look at past minutes to see what has been done before, and use the same approach consistently.

Checking and Approving

If you’re new to minute writing, it may be advisable to send the minutes to one or two trusted people to check and comment on before you circulate them more widely.

One of these people should probably be the chair, unless they themselves have asked you to send them to someone else first. Once the minutes have been approved by the chair, they can be circulated more widely to the attendees and, if necessary, published on a website. Be aware that attendees may wish to correct any errors, and corrections will need to be incorporated in the next set of minutes.