From Minute-Takers to Decision-Makers: Governance with Grit in the Real Boardroom

Reading Time: 5 minutes

If you’ve ever tried to explain the company secretary role at a dinner party and watched eyes glaze over, you are not alone. In our recent OnBoard webinar, “From Minute-Takers to Decision-Makers: Governance with Grit in the Real Boardroom,” host Robert Barham-Brown (International Customer Success Manager at OnBoard) and guest Erika Eliasson-Norris (CEO of Beyond Governance and author of “The Secret Diary of a Company Secretary”) pulled back the curtain on the realities of governance work. She talked about its pressures, politics, and profound impact.

The Glass Ceiling and How to Break It

The webinar kicked off with two live polls. First up: Is there a glass ceiling in the governance profession? A clear majority thought so, and Erika wasn’t surprised. Drawing on years as an in-house corporate secretary for two FTSE-listed companies, she explained that barriers often hinge on perception.

“It’s very much down to mindset,” she said. “If your skill set as a company secretary is not understood, then [you’re] finding it very difficult and challenging.” She also noted a trend where “the role of group company secretary and GC are being merged,” with legal profiles sometimes favored for the top spot.

The second poll asked whether the most senior company secretary should be recognized as a strategic leader equal to the CFO, COO, or GC. The majority said yes, echoing Erika’s view that “countless corporate scandals… have had governance at the crux of the problem,” so the person accountable for that system “absolutely should be held in the same regard as those C-suite individuals.”

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The Job Behind the Job

Erika’s new book is built on eight anonymized, first-person stories from FTSE company secretaries. The passages she shared gave voice to experiences many in the profession feel but rarely say out loud.

One excerpt captured the invisibility that often comes with the territory: “I’m really proud of what I do, but let’s be honest: There are plenty of moments every single day where I think, does anyone even notice? Does anyone care?” she wrote.

Another focused on how to gain traction: “To be recognized in the role you need to create a significant value during engagements,” she wrote. “Persistence and demonstrating value over time helps overcome these challenges.”

That shift from back-office perception to strategic influence was a recurring theme. Erika underlined both sides of the table with practical advice.

For directors: “Involve your company secretary early in strategic discussions, not just compliance matters. They have that bird’s-eye view.”

For company secretaries: “Invest time in the relationships,” she said. “Deliver the basics … accurate minutes, clear papers, timely advice … be proactive, not reactive. Flag issues early and provide insights,” adding, “Many a time in my career have I been told that was very insightful, but we don’t care.” Influence takes time. Credibility starts with the fundamentals.

Influence, Integrity, and the Long Game

Real influence often happens away from the microphone. Erika described learning “to frame my concerns in ways that appeal to leaders’ priorities, even if their motivations differ from mine.” Sometimes, though, you have to choose: Persist or walk away.

She was candid about a moment many fear: having to whistle-blow on a CEO. “I knew that it was the right thing to do,” she said. “You have to choose wisely who you speak to. There are no second chances at some of these conversations.” The litmus test, she said, is your own values: “You can’t let somebody else’s lack of ethics drag you down.”

Her distilled leadership lesson landed with weight: “People don’t listen because you speak; they listen because they trust you,” Erika said. “Influence isn’t about volume. It’s about resonance.”

Boardroom Politics Without the Drama

If you imagine a corporate secretary as only taking the minutes and drafting agendas, think again. “You become the confidant, the coach, the quiet counselor,” Erika said, often navigating awkward conversations and asymmetric power.

She recounted pushing back when a powerful NED representing a major shareholder tried to shape papers behind the scenes: “I had to shut it down,” Erika said. “If you want to change, raise it in the meeting.”

The technique? “Take emotion out of it,” Erika said. “Be factual, be unwavering. Don’t sugarcoat a hard no.” Critically, “knowing I had my boss backing me up made all the difference.”

Her rule of thumb for moments when power pressures process is crisp: “When power tries to bend process, it’s the governance professional who must hold the line,” she said. “It’s to protect the integrity of the board.”

Burnout, Boundaries, and the Mythical 'Quiet Period'

Governance happens at the pace of business, plus a few emergencies. Erika smiled at a familiar lie many tell themselves: “The quiet period is coming … It’s a lie,” she said. “Of course, the next thing always comes hurtling towards me.” Governance is “about keeping the machine moving… anticipating the next storm before anyone else.”

How do you cope? For Erika, tooling and habits evolved. She moved from a little black book to synced digital notes so she can search and stay aligned across devices. The meta-lesson: Choose systems that reduce cognitive load and improve recall when it matters.

Why Digital Board Packs Matter (A Lot)

Robert asked whether the boardroom is one of the last holdouts for paper. Erika’s take was pragmatic: Many boards already use electronic packs, and “it’s absolutely the way to go” for governance administration and security.

War stories about last-minute paper swaps turning into “carnage” drew knowing laughs, but the risk point was serious. Paper trails with scribbled notes can become liabilities in litigation or regulatory inquiries: “You don’t have that with electronic board packs,” she said. Beyond convenience, digital resilience and access control are part of modern governance hygiene.

Policies, Protocols, and the Human Cost of Cutting Corners

Nothing illustrates “why policy” like what happens when it’s skipped. Erika shared a book vignette about a retailer that crushed a car in its lot without following the protocol (which required checks and police notification). The owner? An elderly woman who’d suffered a heart attack in-store and returned two weeks later to find her beloved car gone.

The mess cost money, time, and trust, and it was avoidable. As Erika put it, “Reminding people that governance and policies serve a purpose … they’re there to safeguard people.” Making policies visible and practical matters as much as writing them. Leadership must model the standards: Culture is compliance, lived.

Community and Calling

Governance can be lonely work, especially at the top. That’s one reason Beyond Governance created a free community space for governance professionals.

“You want someone to lean on and just go, is this OK?” Erika said. “What would you do in this situation?” The book aims for the same outcome: education, solidarity, and profile-raising for a role that, according to the Chartered Governance Institute UK & Ireland, is often underestimated: “Fifty-eight percent of board members believe the company secretary is undervalued by senior leadership.”

In Erika’s words, “When a job can affect the lives of millions of people, yet few understand its true significance, someone needs to speak up.”

Her closing credo beautifully captures the shift from minute-taker to decision-maker: “The true strength of a company secretary lies not in knowing everything but in seeing everything … and navigating it all with quiet authority,” she said. “When you blend foresight with integrity and trust with healthy skepticism, you don’t just support good governance. You become its anchor.”

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About The Author

Adam Wire: Adam Wire is a Content Marketing Manager at OnBoard who joined the company in 2021. A Ball State University graduate, Adam worked in various content marketing roles at Angi, USA Football, and Adult & Child Health following a 12-year career in newspapers. His favorite part of the job is problem-solving and helping teammates achieve their goals. He lives in Indianapolis with his wife and two dogs. He’s an avid sports fan and foodie who also enjoys lawn and yard work and running.