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Principle 10: Appointment of, and delegation to, management - Coggle…
Principle 10: Appointment of, and delegation to, management
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Delegation
The delegation of authority framework addresses the authority to appoint executives who will serve as ex officio executive members of the GB and to make other executive appointments.
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The GB should oversee that key management functions are:
headed by an individual with the necessary competence and authority, and adequately resourced.
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Company secretary
The secretary should have unfettered access to the GB but, for reasons of independence, should maintain an arms-length relationship with it and its members.
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The GB should ensure that the secretary has the necessary competence, gravitas (dignity/seriousness) and objectivity to provide independent guidance and support.
Regarding other duties and administrative matters, the company secretary should report to the member of executive management.
The GB should approve the appointment, including the employment contract and remuneration of the company secretary.
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The GB should ensure the secretary is empowered and that the position carries the necessary authority.
The GB should establish whether they will outsource this to a juristic person, or to make a full-time or part-time appointment.
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For some companies, the appointment of a company secretary is a statutory requirement. Other companies should consider such appointment.