Effective Corporate Secretary: A Practical Course

Corporate secretary: a practical course

The corporate secretary ensures that shareholders (participants), the board of directors and the executive body work together smoothly. It is up to the corporate secretary whether decisions are adopted in the prescribed manner, properly documented and carried out on time, and whether the company’s documents are kept safe and accessible to those entitled to them.

The course systematizes the corporate secretary’s functions and walks through the full work cycle: from the corporate calendar and gathering materials to the minutes, monitoring instructions and document retention. The program is based on Russian corporate legislation — the Russian Civil Code and the federal laws “On Joint-Stock Companies” and “On Limited Liability Companies” — as well as the recommendations of the Corporate Governance Code approved by the Bank of Russia.

Course program

Module 1. The role of the corporate secretary

The corporate secretary’s place in the corporate governance system, their status, reporting lines and interaction with company bodies.

Module 2. Governing bodies and their competence

The competence of the general meeting, the board of directors and the executive body, the allocation of powers and common mistakes in determining which body makes a decision.

Module 3. The corporate calendar and preparing materials

Planning meetings, setting the agenda, gathering and checking materials, notifying participants and meeting deadlines.

Module 4. Meetings and minutes

Holding meetings in person and in absentia, counting votes, preparing minutes and extracts, recording the decisions adopted.

Module 5. Information disclosure and document retention

Information disclosure procedures, shareholders’ and participants’ access to company documents, organizing the archive and protecting confidential information.

Module 6. Conflicts of interest and communication

Identifying conflicts of interest, handling comments from members of governing bodies, postponing and removing items from the agenda.

Module 7. Monitoring the execution of decisions

A system for monitoring instructions, reporting to governing bodies, improving internal procedures.

What participants will gain

Participants will learn to plan corporate events, check that materials are complete, prepare draft resolutions and write clear minutes. Communication with members of governing bodies and building a system for monitoring the execution of decisions are practiced separately.

Who the course is for

• current and aspiring corporate secretaries;
• corporate lawyers;
• corporate governance and information disclosure specialists;
• board of directors’ office staff;
• executives involved in preparing corporate decisions.

Training format

Classes combine explanations of procedures, analysis of professional situations and practical assignments with documents. Training is held in person or online according to the schedule. For duration, fees and upcoming dates, see the Schedule section or contact our managers via the Contacts section. Upon completion, participants receive an HSE IPAA certificate of completion.