A Company Secretary plays a critical role in ensuring the smooth and effective operation of the affairs of the Board. This responsibility arises from the statutory duties stipulated by the Companies and Allied Matters Act 2020 (CAMA)1, as well as corporate governance best practices.
The Company Secretary contributes significantly to the Board's effectiveness by guiding the Board and management in developing sound corporate governance procedures and culture within the Company2.
A useful tool for boosting the Board's effectiveness is to ensure that board meetings are carefully organized and managed, and that the Board has appropriate understanding of the topics to be covered at each meeting. This can be accomplished through a well-designed Annual Board Plan. A Board plan is the primary tool utilized by the Board to co-ordinate activities related to achieving its goals, and to track the status of the goals3 at the Board and Committee level. The Nigerian Code of Corporate Governance (NCCG) outlines key governance issues which the Board should consider annually, some of which include risk and compliance matters, audit and financial performance of the company, amongst others.
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