Board Secretary Masterclass Training Course

Duration 5 days 10 modules · 33 contact hours
Level Advanced Certificate on completion
Who attends Company Secretaries, Deputy Company Secretaries and others
Fee from USD 1,100 KSh 95,000 for Kenyan organisations
Where 52 cities + online See dates by city
Next start 16 Nov 2026 Course code SD-CG-068

Before you join: Participants should have substantial experience supporting a board, board committee, executive committee, corporate secretariat, legal function or governance office.

Dates & prices

Two start dates a month in every city, and live online on weekdays or weekends. Fees are per participant; classroom fees include tuition, materials, lunch and refreshments, and the certificate.

Suggest a date or city

Showing the next six months. Later dates, other cities and private deliveries for your team are available on request.

Course overview

The board secretary is responsible for more than meeting administration. At senior level, the role protects the integrity of board decisions, gives directors dependable access to advice and information, and turns governance requirements into disciplined operating routines. Weak agendas, poor papers, ambiguous delegations, incomplete minutes or unmanaged conflicts can impair oversight, delay transactions and expose the organisation to regulatory, legal and reputational risk. This masterclass addresses the judgement required when the chair, directors, executives, auditors and regulators need different things from the secretariat.

This advanced five-day course examines the operating system behind an effective board and committee structure. Participants develop methods for defining reserved matters, planning annual governance cycles, setting agenda architecture, improving board papers, recording defensible minutes and managing actions. The course also addresses committee governance, director appointments and evaluations, conflicts of interest, related-party transactions, disclosures, statutory registers, crisis meetings, investigations and board portal controls. Participants learn to distinguish matters requiring legal advice from governance decisions requiring disciplined process and informed judgement.

Teaching combines short technical briefings with realistic cases involving regulated entities, listed-company disclosures, subsidiary boards, audit findings, investigations and high-stakes transactions. Participants review governance artefacts, diagnose weaknesses and apply structured approaches to difficult board-secretary situations. Each participant leaves with a Board Secretary Operating Pack containing reusable templates, checklists and a practical implementation plan. The course is available as instructor-led classroom training in 50+ cities or live online, runs for five days from 08:30 to 16:30, and includes a certificate of completion.

What you will be able to do

  • Design a board and committee governance architecture using charters, delegations and reserved matters
  • Build an annual board calendar aligned to statutory, strategic, assurance and reporting cycles
  • Produce decision-ready board papers using a defined recommendation, evidence and risk structure
  • Draft defensible minutes, resolutions and action logs for complex board deliberations
  • Run meeting processes that manage quorum, conflicts, voting, closed sessions and consent agendas
  • Administer director appointment, induction, evaluation and succession processes with appropriate records
  • Assess governance risks in disclosures, related-party transactions, investigations and crisis decisions
  • Prepare a Board Secretary Operating Pack and 90-day governance improvement plan

Benefits of attending

For you

  • Greater confidence advising chairs and directors on governance process and decision discipline
  • Stronger judgement when handling conflicts, late papers, urgent resolutions and sensitive records
  • A repeatable method for converting governance obligations into calendars, controls and workplans
  • Improved credibility through clearer board papers, minutes, action tracking and committee reporting
  • Practical evidence for progression into Company Secretary, General Counsel or governance leadership roles

For your organisation

  • More reliable board decisions supported by clear authority, evidence and documented challenge
  • Reduced governance failures caused by incomplete records, unmanaged conflicts and unclear delegations
  • Improved board and committee effectiveness through disciplined agendas, papers and action follow-up
  • Better readiness for audits, regulatory reviews, transactions, investigations and crisis meetings
  • Consistent governance controls across parent companies, subsidiaries, committees and joint ventures

Course modules

10 modules over 5 days

Participants can define the board secretary’s authority, accountabilities and advisory boundaries.

  • Board secretary mandate defined through charter, delegation matrix and reserved matters
  • Distinguishing legal, governance and advisory accountabilities in the secretary role
  • Reporting lines designed to preserve independent access to chair and directors
  • Authority boundaries mapped between board, committees, executives and corporate secretariat
  • Applying the G20/OECD Principles to board support responsibilities
  • Managing dual-hat conflicts when general counsel also serves secretary
  • Professional judgement documented when directors request informal governance advice

Participants can assess and improve governance architecture across boards, committees and legal entities.

  • Governance framework assembled from constitutional documents, policies, charters and delegations
  • Reserved matters schedule tested against strategy, risk appetite and regulation
  • Decision-rights mapping using RACI, delegation instruments and committee terms
  • Board committee architecture aligned with audit, remuneration, risk and nominations
  • Entity governance mapped across parent, subsidiary and joint-venture structures
  • Control ownership connected to COSO principles and management attestations
  • ISO 37000 principles used to test governance design and accountability
  • Version control established for governance documents, approvals and review dates

Participants can build an annual governance cycle that gives boards sufficient time for oversight and decisions.

  • Annual board calendar built from statutory, strategic and assurance cycles
  • Backward planning sets paper deadlines, pre-reads and decision gates
  • Agenda architecture separates information, discussion, decision and consent items
  • Chair briefings used to sequence contentious decisions and director interventions
  • Forward agenda planner tracks recurring matters, triggers and deferred actions
  • Meeting cadence calibrated for subsidiaries, committees and extraordinary meetings
  • Closed-session protocols scheduled for independent director and auditor discussions

Participants can set and enforce standards for decision-ready board papers and pre-read materials.

  • Board-paper standard defines purpose, recommendation, evidence, risks and decisions
  • Decision papers distinguish approval, endorsement, noting and advice requests
  • Materiality thresholds applied to investments, contracts, incidents and related parties
  • Management submissions challenged using strategic rationale, options and downside analysis
  • Pre-read quality review tests clarity, evidence provenance and decision readiness
  • Executive summaries frame recommendation, financial exposure and unresolved trade-offs
  • Late-paper exceptions controlled through chair approval and distribution protocols

Participants can administer formal meetings and create records that support defensible board decisions.

  • Meeting notices, quorums and voting requirements verified before convening
  • Consent agendas administered with documented director review and objection rights
  • Minute-writing distinguishes deliberation, challenge, resolution, dissent and action
  • Resolutions drafted with authority, conditions, voting result and effective date
  • Action logs assign owners, due dates, evidence and escalation routes
  • Confidential sessions recorded without compromising privilege or protected disclosures
  • Minute approval workflow manages corrections, signatures, retention and access

Participants can support committee structures that provide clear assurance, escalation and board reporting.

  • Committee charters set purpose, authority, membership, quorum and reporting
  • Audit committee agendas connect financial reporting, controls, audit and whistleblowing
  • Risk committee reporting links appetite, indicators, incidents and treatment decisions
  • Assurance maps align first-line management, compliance, internal audit and external assurance
  • Committee minutes capture recommendations requiring full-board endorsement or approval
  • Cross-committee calendars prevent gaps, duplication and unresolved ownership
  • Private sessions structured for auditors, compliance officers and independent directors

Participants can administer director lifecycle processes while maintaining appropriate confidentiality and records.

  • Director appointment process coordinates eligibility checks, consents, disclosures and filings
  • Induction plans cover mandate, strategy, finances, risks and key relationships
  • Skills matrices identify board capability gaps against strategic priorities
  • Annual board evaluation uses questionnaires, interviews, observation and action tracking
  • Chair feedback process addresses contribution, attendance, preparedness and conduct
  • Succession plans document emergency, planned and committee-chair transition scenarios
  • Director development records protect confidentiality while tracking agreed commitments

Participants can operate governance controls for conflicts, disclosures, statutory records and confidential information.

  • Registers maintained for interests, related-party transactions, gifts and conflicts
  • Conflict declarations assessed for recusal, restrictions, approvals and minute records
  • Related-party transaction workflow tests materiality, independence and disclosure obligations
  • Disclosure calendar coordinates market announcements, filings, annual reports and registers
  • Inside-information escalation route preserves confidentiality, timing and authorised disclosure
  • Statutory registers reconciled against appointments, share movements and entity changes
  • Records retention schedule classifies board materials, minutes and legal holds

Participants can organise board governance during crises, investigations, transactions and conflicted decisions.

  • Emergency meeting protocol addresses notice waivers, quorum and remote participation
  • Crisis board packs prioritise verified facts, decision authorities and scenario triggers
  • Incident governance separates operational command, board oversight and communications approval
  • Special committees formed for investigations, transactions or conflicted decisions
  • Privilege protocols coordinate counsel, investigation records and restricted distribution
  • Regulator engagement log captures commitments, deadlines, owners and board reporting
  • Post-incident governance review converts findings into charter, policy and calendar changes

Participants can strengthen digital board controls and create a practical plan for secretariat improvement.

  • Board portal governance defines access roles, encryption, retention and audit trails
  • Cybersecurity briefings translate threat intelligence into board oversight questions
  • Data-room controls protect due-diligence materials during transactions and investigations
  • Annual governance workplan prioritises remediation, owners, milestones and dependencies
  • Personal effectiveness plan sets chair relationships, escalation routines and service standards
  • Board effectiveness dashboard tracks agenda quality, actions, attendance and evaluation themes
  • First-90-day implementation plan sequences immediate controls and longer-term improvements

Exercises and examples are adapted to each cohort's sectors and roles.

What you take back to work

  1. Board and committee governance architecture template
  2. Annual board calendar and forward agenda planner
  3. Board paper quality-review checklist
  4. Minutes, resolutions and action-log template set
  5. Conflicts, disclosures and statutory-register control checklist
  6. 90-day Board Secretary Operating Plan

Who should attend

  • Company Secretaries — strengthen senior judgement, board influence and governance operating discipline
  • Deputy Company Secretaries — prepare for responsibility across boards, committees and complex entities
  • General Counsel — improve governance support where legal and secretariat responsibilities intersect
  • Chief Governance Officers — standardise governance architecture, reporting and assurance across entities
  • Board Governance Managers — improve the quality of agendas, papers, records and action follow-up
  • Senior Executive Assistants to Boards — manage advanced board processes with clearer authority boundaries

Skills and tools covered

Board meeting governanceMinute draftingCommittee administrationGovernance risk assessmentDirector lifecycle managementDisclosure control

Tools and standards

G20/OECD Principles of Corporate Governance, ISO 37000 Governance of organizations, COSO Internal Control—Integrated Framework, RACI matrix

How the course runs

Training methodology

The course uses focused technical briefings, annotated governance documents, facilitated case analysis, small-group exercises and meeting simulations. Participants assess board papers, rewrite weak resolutions, identify defects in minutes and work through conflict, disclosure and emergency-meeting scenarios. Cases reflect the pressures faced by listed companies, banks, public bodies, multinational groups and regulated entities. Facilitators provide structured feedback using recognised governance principles and practical secretariat standards. Application planning converts course methods into priorities for each participant’s board and committee environment.

Requirements and prerequisites

Participants should have substantial experience supporting a board, board committee, executive committee, corporate secretariat, legal function or governance office. They should already understand the purpose of directors’ duties, meeting agendas, board papers and formal minutes, and be comfortable reading governance documents. Experience with listed entities, regulated firms or multinational group structures is useful but not essential. The course does not require a law degree, a particular professional membership, accounting qualification or prior use of a board portal. It is not designed as an introductory corporate governance course.

A typical training day

08:30 – 10:30First session
10:30 – 10:45Refreshment break
10:45 – 12:30Second session
12:30 – 13:30Lunch and networking
13:30 – 15:00Third session
15:00 – 15:15Refreshment break
15:15 – 16:30Workshop and daily review

Live online deliveries follow the same structure in East Africa Time, with shorter screen blocks and longer breaks.

What the fee includes

  • Instruction by a practitioner facilitator
  • Full course workbook and materials
  • Exercise files, templates and case studies
  • Refreshments and lunch on classroom deliveries
  • Certificate of completion
  • Post-course application plan

Frequently asked questions

This is an advanced course for practitioners with prior responsibility for board, committee, legal or governance support. Participants should understand standard meeting processes and governance documents, even if they have not yet held the Company Secretary title.

Participants may bring non-confidential examples of agendas, board-paper standards, committee terms of reference or governance calendars. They should remove sensitive names, commercial information and legally privileged material before sharing anything during the course.

The course is intended for senior company secretaries, deputy secretaries, general counsel, governance leaders and experienced board support professionals. It is particularly relevant for those supporting complex groups, regulated entities or boards with demanding oversight requirements.

General governance courses usually explain governance principles, board roles and directors’ duties. This masterclass concentrates on the secretary’s operating methods: governance documentation, meeting controls, records, disclosures, committee support and difficult judgement calls.

Participants receive reusable templates for calendars, papers, minutes, action tracking and governance controls. The final module converts identified gaps into a prioritised 90-day plan suited to their board and committee responsibilities.

The programme contains ten modules delivered in teaching order over five days, with about 6.5 contact hours each day. Time is divided between technical briefings, document analysis, cases, simulations, peer discussion and implementation planning.

Questions about this course?

Ask about dates, fees, group bookings or running it for your team. Our training team replies by email.