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Company Secretary

The Company Secretary Evaluation module provides a structured assessment of the Company Secretary's performance against their statutory obligations, governance support responsibilities, and the board's operational needs - aligned to the Companies Act and King V Principle 7.

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What this module is designed to surface

The Company Secretary sits at the governance interface between the board and management. Their performance directly affects board information quality, compliance standing, and governance effectiveness. Yet formal evaluation of the Company Secretary is rare - this module provides that structure.

P7 King V Principle 7 - Appointment and delegation to management

Statutory Companies Act 71 of 2008 - defined Co. Sec obligations

Board support Direct impact on governance information quality

Annual Recommended as part of standard governance cycle

The Company Secretary is the board's governance infrastructure - their performance matters.

The Company Secretary is not a support function. They are a statutory officer with defined obligations under the Companies Act, a governance advisor to the board and its committees, and the primary custodian of the organisation's governance records. Yet formal evaluation of Company Secretary performance is consistently absent from board evaluation programmes.

Statutory accountability

Creates a structured performance record for a statutory officer role - one that the Companies Act defines with specific obligations and that the board is responsible for overseeing.

Board information quality

Company Secretary performance directly affects the quality of information the board receives, the compliance standing of the organisation, and the board's ability to function effectively.

King V alignment

King V Principle 7 requires the board to ensure that delegation to management is governed effectively. Formal evaluation is part of discharging that obligation.

Both internal and outsourced

The module applies equally to internal Company Secretaries and outsourced governance service providers - with configuration adjustments to reflect the different accountability framework in each case.

Core dimensions of the Company Secretary Evaluation

Often evaluated alongside the CEO/MD in the annual governance cycle

The Company Secretary Evaluation sits naturally within the same annual cycle as the CEO/MD Evaluation - since both roles are subject to King V Principle 7 and both directly affect board governance quality.

  • Statutory compliance - fulfilment of all Companies Act obligations, regulatory filings, and governance record-keeping requirements.
  • Board and committee support - quality of meeting preparation, agenda management, board pack quality, and minutes accuracy.
  • Governance advisory - currency and quality of governance advice provided to the board, chair, and individual directors.
  • Director support and induction - quality of support to new and existing directors - induction, ongoing governance education, and access to information.
  • Regulatory relationships - management of relationships with CIPC, relevant regulators, and other statutory bodies.
  • Confidentiality and information management - handling of board information, conflicts, sensitive governance matters, and director communications.
  • Independence and governance authority - ability to advise the board independently of management influence.
  • CEO / MD Evaluation - often conducted in the same annual governance cycle.
  • Board-as-a-Whole - the collective board effectiveness context that Company Secretary performance directly affects.
  • Governance Status Assessment - for the wider compliance and governance posture context.
  • King V - for Principle 7 obligations and governance support framework guidance.

A structured evaluation the board can use for both development and accountability.

Company Secretary evaluation can be conducted as a purely developmental tool - or as the basis for a formal performance review where the Company Secretary is employed by the organisation. The module supports both approaches.

Confirm the evaluation framework with the chair and governance committee

Agree the evaluation criteria, participant list, and how findings will be used - differentiating between developmental and formal performance review purposes.

All directors complete a structured Co. Sec evaluation

Directors assess the Company Secretary's performance across all dimensions - anonymously and independently.

Chair completes a more detailed separate assessment

The chair, given their closest working relationship with the Company Secretary, completes a more detailed and attributed assessment.

Company Secretary completes their own performance assessment

The Company Secretary assesses their own performance - creating the basis for a self-perception versus board-perception comparison.

Synthesise board and chair assessments with self-assessment

A senior BoardEvaluator™ practitioner synthesises the assessment data and produces a structured performance picture.

Chair presents findings in structured performance conversation

The chair presents the evaluation findings to the Company Secretary - with specific development commitments and performance expectations for the next cycle.

What Company Secretary evaluations most commonly reveal.

Formal Company Secretary evaluation consistently surfaces governance signals that informal board sentiment misses - particularly around governance advice quality, information management, and independence.

Governance knowledge currency is often lower than boards assume

Company Secretaries who have been in role for several years sometimes hold governance knowledge that has not kept pace with framework changes - including King V updates, Companies Act amendments, and regulatory developments.

Board pack quality is the most commonly cited performance gap

Directors consistently rate board information quality as the Company Secretary dimension where improvement would most benefit governance effectiveness.

Independence from management is experienced differently by different directors

Where the Company Secretary is employed by the organisation and reports to the CEO, directors often express concern about whether they can advise the board independently on governance matters involving management.

Director support quality varies sharply after induction

Company Secretaries typically rate their induction support highly. Director perceptions of ongoing governance support are often lower.

Minutes quality is more variable than governance records suggest

The quality of minutes as a governance record - capturing decisions, dissent, and rationale rather than just attendance and resolutions - is more variable than formal compliance suggests.

Regulatory relationships are often under-managed

Proactive relationship management with CIPC and relevant regulators - ahead of filing deadlines and compliance requirements - is frequently identified as a development opportunity.

Useful as a standalone module or within a broader evaluation programme.

This module works well independently and integrates naturally into multi-module engagement programmes.

When this module is especially relevant

The annual governance cycle requires a formal review of the Company Secretary's performance. The board is assessing whether to change from an internal to an outsourced Company Secretary or vice versa. Director feedback has raised concerns about governance information quality, advice currency, or independence. King V Principle 7 compliance requires documented evidence of oversight of management including the Company Secretary role. A new Company Secretary has been appointed and a structured baseline evaluation is needed.

Where users typically navigate next

CEO / MD Evaluation - often conducted in the same governance cycle. Board-as-a-Whole - for the collective governance context. Packages - to see how this module fits within broader programmes. Methodology - for how the module handles internal versus outsourced Co. Sec arrangements. Contact - for a scoping conversation.

From module understanding to the wider BoardEvaluator™ architecture.

Product understanding

Connect this module to the wider BoardEvaluator™ operating model.

Governance relevance

Show how this module connects to wider governance themes.

Action

Move from understanding to engagement.

Common questions about the Company Secretary Evaluation.

Does this module apply to outsourced Company Secretary arrangements?

Yes. The module is configured to reflect the different accountability framework - contractual rather than employment-based - and the different independence dynamics of an outsourced arrangement. In outsourced contexts, the evaluation serves as both a performance review and a contract value assessment.

Should the Company Secretary see individual director assessments of their performance?

No. The Company Secretary receives aggregated findings - not individual director ratings. The chair presents findings in a structured performance conversation.

Can this module be used for a Company Secretary who is also the CFO or an executive director?

Yes, with careful configuration. Where the Company Secretary role is combined with another executive function, the evaluation is calibrated to assess the governance dimensions of the role specifically.

How does this module handle concerns about Company Secretary independence?

Where evaluation findings suggest that the Company Secretary is unable or unwilling to advise the board independently of management, this is presented as a material governance concern - with recommended actions ranging from structural changes to reporting lines to consideration of an outsourced arrangement.

How long does the evaluation take to complete?

The structured director assessment typically takes 20 to 30 minutes per director. The chair's separate assessment takes approximately 40 minutes. The Company Secretary's self-assessment takes 30 to 40 minutes.

Often used alongside the Company Secretary Evaluation.

Modules that complement this evaluation in a structured annual governance cycle.

Adjacent evaluations

CEO / MD Evaluation Board-as-a-Whole Evaluation Governance Status Assessment Board Skills Matrix

Platform & process

How the platform works Evaluation methodology Packages & pricing

Governance reference

King V mapping Governance resources Data security

A formal evaluation for the governance officer the board depends on most.

If the board is ready to bring the same governance rigour to the Company Secretary's performance that it applies to other management roles - this module provides the structured, evidence-based framework to do so.

See the Company Secretary module in context.

Book a walkthrough and we show you the module, a sample output and how it fits your evaluation cycle.