It is the role of the company secretary and the board members to handle and resolve complex issues faced by the business amid the pandemic. The management works closely with the company secretary, who ensures that the employees are well-informed of the developments within the organisation.
This article highlights some of the practical considerations implemented by company secretary services in Singapore, which deals with the effects of this public health crisis.
A company secretary has a central role to play when it comes to holding board meetings. He or she is tasked to arrange the meeting beforehand and provides administrative support to the attendees. Accurate documentation of the minutes can help monitor, identify and prioritise potentially significant risks to business operations. Regular updates from the management using clear and thoughtful communication will help build confidence among the employees during this unprecedented crisis.
What are the roles of the company secretary during virtual board meetings?
The company secretary can act as a host
During board meetings, the secretary can act as the host and should have all the access codes of the attendees. He or she should do a roll call at the start of the virtual meeting to confirm the presence of each member.
Setting ground rules during the meeting
The company secretary assists the Chair in circulating ground rules before the actual board meeting. This is to avoid people talking and interrupting one another.
Dealing with technical issues
The technical aspects of the call should be addressed by the company secretary. If there are a lot of participants, it is up to the company secretary to decide if he or she will appoint someone to deal with technical issues that may arise.
A resolution in writing should be signed by a member of the company who is entitled to attend and vote to make it valid for all purposes. A company must meet the three steps below to ensure its effectivity:
- An express consent from the shareholder is needed before sending the document via email. The consent must contain a valid email address.
- An electronic signature may be accepted provided that the identity of the sender is confirmed and the company does not have any reason to doubt the sender’s authenticity.
- An electronic document can only be sent if either:
- the members expressly agreed that certain documents can be sent in such form and provided an email address for that purpose only, or,
- the company specifically agreed in the resolution.
Recording Accurate Minutes and Maintaining Electronic Statutory Documents
One of the requirements of who can be a good company secretary is being able to record accurate minutes of the meeting. During virtual conferences, the minutes should include substantial and relevant comments from the participants as well as responses from the board and shareholders. It is also the responsibility of the company secretary to create and keep the company documents in an electronic format so that it is easily accessible to the members.
A company secretary must be able to fulfil the roles and responsibilities that ensure a business remains compliant with the regulations set forth by the Companies Act. With the additional pressure from the changes brought about by the pandemic, the resignation of a company secretary in Singapore is unavoidable. Hence, companies should be knowledgeable on how to appoint a new and reliable company secretary.