ROLE AMBIGUITY AND CONFLICTS: A STUDY OF COMPANY SECRETARIES AND TWO-TIER BOARDS IN THE NETHERLANDS

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Stefan Peij, Pieter-Jan Bezemer ORCID logo, Gregory Maassen

https://doi.org/10.22495/cocv12i3p10

Abstract

Recent research suggests that company secretaries are increasingly involved in governance responsibilities in addition to traditional administrative tasks. Little is known in the literature, however, about company secretaries’ changing governance role, and their daily challenges in liaising with boards and other stakeholders. In addition, few studies have been able to gain access to learn firsthand how company secretaries operate. This exploratory study fills this void by gaining access to the opinions of about one hundred company secretaries in the Netherlands who operate in the two-tier board system. Our findings indicate that company secretaries significantly influence an organisation’s governance framework, while they face a number of practical challenges with directors, employees and management in fulfilling their diverse roles and responsibilities.

Keywords: Corporate Governance, Company Secretary, Role Ambiguity and Conflicts, Governance Challenges, Two-Tier Board Model, the Netherlands

How to cite this paper: Peij, S., Bezemer, P. J., & Maassen, G. (2015). Role ambiguity and conflicts: A study of company secretaries and two-tier boards in the Netherlands. Corporate Ownership & Control, 12(3), 114-123. https://doi.org/10.22495/cocv12i3p10