In recent years, the responsibilities of company secretaries have expanded significantly to encompass being a strategic adviser, supporting board decision making and embedding corporate governance. This opportunity comes with increased expectations, new skills, and more demands on Company Secretary — often with no extra time or resource to effect change. Against this backdrop, we explore how some of the UK’s most high profile company secretaries have redefined themselves and their teams.
Kerry Porritt is Group Company Secretary and Legal Advisor of Keller Group plc. Kerry is a member of the Executive Committee, as well as Group Ethics and Compliance Officer. Prior to joining Keller, Kerry worked in various company secretarial roles within Hambros plc, Investec plc, Brambles Industries plc, Severn Trent plc, and GKN plc.
I’ve been a Company Secretary for over 25 years, a journey that wasn’t always planned, more opportunistic.
I would have joined the police force if it weren’t for my parents who encouraged me to do a law degree instead. It was during my year out that I discovered how much I enjoyed corporate law and working in a small professional services firm. I learned about mergers & acquisitions and the lifecycle of a company from founding to sale.
My next move was to London, working at a merchant bank. It was around the time that big American banks were establishing themselves in the City — a fascinating opportunity to learn first-hand about culture and ethics. I then worked in corporates, during an IPO process and one that was undergoing an SFO enquiry, I saw the importance of good governance first-hand.
I joined Keller in 2013, a listed construction company specialising in geo-technical solutions. We’re spread across 40 countries with around 10,000 employees and with that, comes a diverse culture held together by great pride in what we do. Because of the many different people we do business with, one of the issues that arise, is how to juggle the ‘grey’ in decision making. Ethics and compliance are an important part of that — where can we take risk, what are the lines that we shouldn’t cross? It’s been a core part of my role for last 4 years, and I also oversee the legal and the Company Secretary functions. There is a very small Head Office team, just 25 of us!
Partly me agitating for it; partly, fortuitous timing. Keller was a disparate group of businesses — half our growth had come from small acquisitions which continued to run autonomously. There was little integration, except for three things: financial reporting, our code of conduct, and the health & safety policy.
We quickly grew to 10,000 employees through a large acquisition, and our new CEO wanted a better feel for what was happening on the ground. I agitated for a change in the ethics code and the perfect moment came with our new CEO. He promoted the work I’d been doing in the background, and ethics came under my remit.
Our supply base is cross-functional and multi-jurisdictional so it’s not easy! It’s especially tricky for our shorter projects where we are onsite for just a few days.
Our contractual terms ask all of our suppliers to sign up to our code of conduct and then we have our Internal Audit function review our supplier’s adherence to our code. We will also be putting in place a whistleblowing hotline for our suppliers, so we’ll wait and see how that works.
It didn’t make much difference initially, I still had to prove myself. The work I did on ethics, opened the door ajar and so I pushed it open a little further. I was lucky to have a CEO who recognised good work and the value I brought to the ExCo.
The ‘promotion’ happened without fanfare — during a photo shoot of the Executive Committee. I was persuaded to join the group shot and that was it!
You need to be motivated and improve your understanding of the sector. Read your board papers, especially the CEO report. Go and talk to the finance team, people are happy to talk about what they do, show an interest in them. Get out into the business — I spend up to half my time abroad and I take that opportunity to visit our worksites, to see how we serve our clients. And then think about how the big external forces are affecting the business, for example, climate change.
Being able to understand and then contribute to the conversations that people are having, making small suggestions, it’s a huge way of proving yourself and painting yourself into a space beyond the Company Secretary.
For my career, it’s my parents and the owner of the first company I worked in. The owner used to take me to business meetings, he wanted me to see his world and it had a big impact on me as a young graduate.
The most influential colleague I had was my old General Counsel & Company Secretary at Severn Trent. She had a holistic view of what the business did and she managed it extremely effectively — she led Risk, Insurance, Company Secretariat, the Governance programme, and the Legal function.
Remaining relevant and to be seen as a trusted advisor, to the Board, to the Executive. And to do this at a time when our profession has opened up to people that aren’t chartered secretaries or lawyers and there’s more competition.
The Wates Principles — there’s a group of companies that will be taking a fresh look at governance. It’s an opportunity to demonstrate the impact and value a Company Secretary can bring.
This interview is part of our Strategic Adviser Series, aimed at senior Company Secretaries and General Counsels. If you’d like to join us at the discussion over drinks and nibbles, please contact Lauren to request an invitation.