Part One of Three

The TakeAway: The recent annual conference of the Society of Corporate Secretaries and Governance Professionals focused on “The Shape of Things to Come”—that is, key issues and trends affecting corporate accountability and sustainable prosperity. In so doing, it provided further evidence of the importance of these underappreciated (and under-resourced) governance professionals, who are pivotal intermediaries in the restoration of trust in business enterprise and capital markets. Part One looks at how and why corporate secretaries matter. Part Two briefly summarizes what the conference covered. Part Three examines more closely the interrelated themes of psychology / behavioral science; education and learning; and moral reflection and judgment that undergirded conference proceedings—with ongoing implications for professional practice.

Okay, I know it’s vacation time, but here’s a pop quiz: Who’s the most underrated influence on promoting sustainable, accountable, and just business enterprise?

(A) Dissident shareholders;

(B) Prosecuting attorneys;

(C) Consumer activists;

(D) Jon Stewart and Stephen Colbert;

(E) Corporate secretaries;

(F) Whistleblowers.

If you picked (E), you get to ring the bell. (The others, of course, are influential too, but they get far more attention.)

Bell ringing is what the Society of Corporate Secretaries and Governance Professionals[1] did yesterday at Nasdaq, where Society President and CEO Ken Bertsch rang the closing bell. Nine days earlier, the Society wrapped up its hugely informative, entertaining, and cutting-edge national conference, the 66^th in its history. More than 800 paid attendees, sponsors, speakers, and guests descended upon Washington, D.C. (the first time in that city) to learn from presenters and each other about how best to address “The Shape of Things to Come”. They tackled an eclectic array of governance matters likely to occur over the next five years, affecting public, private, and nonprofit organizations of all shapes and sizes.

Why does this matter? Because corporate secretaries now play a significant but vastly underappreciated role in promoting corporate responsibility, sustainability, and good governance. They’re the link among owners, boards, and management, between internal and external stakeholders. As such, they’re pivotal intermediaries in reconciling complex and sometimes competing claims, and operate within a highly volatile environment featuring heightened public expectations about the right thing to do.

This is a far cry from days of old (that is, ten years ago, pre-Sarbanes-Oxley), when the corporate secretary’s job was far less dynamic, dominated by record-keeping more than anything else, within an adversarial operating environment.

The job has come a long way since 2002, a transformation on vivid display July 11 – 14, through both formal conference proceedings and offsite meetings and exchanges. “It’s the biggest conference we’ve had in a long time,” said conference chair Doug Chia, Assistant General Counsel and Corporate Secretary at Johnson & Johnson. “We’ve managed to jam in a lot in just 2½ short days, with over 120 speakers.”

Jam in a lot, indeed. This Post, the first of three parts, touches upon key changes in the nature of the corporate secretary’s job. This is something CSR and sustainability professionals, mainstream media (both legacy and emerging), and the general public needs to understand.

Part Two summarizes briefly what the conference covered, in sessions devoted to key issues affecting shareholder engagement, board decision making, management operations, and professional skill building. Political and policy trends were on the agenda, too, including upcoming SEC rulemaking. (Ning Chiu of the law firm Davis Polk also provides an excellent overview.) Many of the sessions were recorded, presumably for access at some future point. Conference planners assembled an illustrious group: many were authors of recently published books on conference topics.

Part Three delves more deeply into three meta-themes I detected running throughout many of the presentations. They include the importance of psychological insights, educational pedagogy, and moral deliberation in making corporate enterprise more accountable and productive.

Chia, the planning committee, and the Society team received well-deserved praise for successfully organizing and running such a uniformly high-quality affair, which included separate tracks for spouses and families. While it was impossible to sample everything, they offered up tantalizing topics worth pursuing even after the proceedings ended.

Indeed, the Society might consider ways in which ongoing engagement and collaborative learning on conference topics might occur, offsite and online. That’s a juicy opportunity facing next year’s planners, chaired by Jim Brashear, Vice President, General Counsel, and Corporate Secretary at ZixCorp. The 2013 conference is slated for Seattle, from July 10 – 13.

“There are so many conference experiences you can have within this one conference. That’s what we intended to create from the beginning,” Chia said.

Nota bene: an overview of conference-related Tweets with the hashtag #Society12 can be seen at the Storify page curated by Fay Feeney, Founder and CEO of Risk4Good and a “digital whisperer” to boot. Continue reading →