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The Corporate Secretary: Being a Shrink

By Broc Romanek on July 29, 2024
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Here’s the sixth of the 21 hats that the corporate secretary wears (here’s the blog about the fifth hat): “Related to being persuasive is knowing the varying traits—the distinct hot buttons—for each of the directors that you work with. Each will be different in their own way, and winning over each one of them might require a different approach.

This is much more than ‘hand-holding.’ This is knowing how to read a room. Knowing which director admires other directors—and which ones don’t.

I guess you could say this is playing politics. But it’s not that really. It’s just using common sense and leveraging what you’ve learned about the true nature of each person. Following your instincts so that you can obtain the optimal end result.

You’re using this skill set to try to keep the board collegial. This enables the board to run smoothly. This is not about creating an atmosphere so that everyone agrees with the CEO. In fact, it’s really the opposite. You want each director to be comfortable—to feel safe enough—to be able to play the role they were hired to play. To ask probing questions, consider alternatives thoughtfully, bring fresh ideas to the table. Draw all of these good things out of each director.”

Photo of Broc Romanek Broc Romanek

As a strategist for the firm’s Corporate & Securities practice, Broc Romanek has a deep understanding of the regulatory and environmental, social, and governance (ESG) marketplace. Prior to joining Perkins Coie, Broc served as editor at TheCorporateCounsel.net, CompensationStandards.com, and DealLawyers.com, where he oversaw…

As a strategist for the firm’s Corporate & Securities practice, Broc Romanek has a deep understanding of the regulatory and environmental, social, and governance (ESG) marketplace. Prior to joining Perkins Coie, Broc served as editor at TheCorporateCounsel.net, CompensationStandards.com, and DealLawyers.com, where he oversaw and managed coverage on issues related to ESG, corporate governance, executive pay, deals, and market trends and analysis.

In addition to his nearly two decades of working as a journalist and publisher, Broc served as assistant general counsel at a Fortune 50 company, worked in the Office of Chief Counsel of the U.S. Securities and Exchange Commission’s (SEC) Division of Corporation Finance, was a counselor to former SEC Commissioner Laura Unger, and worked in private practice. He also is the author, or co-author, of four legal treatises, and has authored several books focused on the legal industry.

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  • Posted in:
    Financial, Securities
  • Blog:
    Public Chatter
  • Organization:
    Perkins Coie LLP
  • Article: View Original Source

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