What does a corporate secretary do?
Broadly speaking, my responsibilities are twofold: looking after the board of directors in the sense of organizing meetings, agendas and recording proceedings, and also running a department that looks after many aspects of corporate governance, oversees the payment of dividends, takes care of shareholder relations, reporting, subsidiary companies, employee share savings and options plans, and the maintenance of company records and archives.
What are your board duties?
I act as secretary to the board and also to most of the sub-committees – audit, remuneration and nominations. The board oversees the Group’s strategic focus and is ultimately responsible for corporate governance in all its myriad forms.
It is my responsibility to know what the corporate governance requirements are, to ensure the board reviews what it is meant to review and make sure its duties are carried out according to the rules.
Is corporate governance a big part?
Yes, we have more to keep our eye on than most. We are subject to the legislation and listing rules of the UK, Australia and the US and so have to follow the stricter requirements of the three jurisdictions. With Stephen Consedine and his team in Australia, we have to make sure all our disclosures are made in accordance with the rules and the processes have been followed, such as directors personally attesting to the accuracy of the accounts.
In the last four years we have seen an explosion of corporate governance rules; observing the rules has mushroomed into an industry in its own right. A large part of my job is therefore to keep up with the developments and see that the new requirements are properly applied at Rio Tinto.

![[Image] Anette Lawless, company secretary](../common/images/77/article3-1.jpg)
![[Text] Anette Lawless, company secretary](../common/images/77/article3-text.gif)