ICSA Graduation Day 2016 Speech: Amanda Mellor 

Firstly I want to say how honoured I am to share in your graduation today.

I know you have all worked incredibly hard to pass your exams and covered a vast range of technically complex areas law, finance, governance and strategy.  

Most of you have had to do this alongside busy day jobs and probably family commitments too.

It is a big achievement and I really admire your effort. I think these are really exciting times for the profession. And while the landscape and role is changing, the qualification is more relevant, recognized and respected than ever. You should wear this mark of your professional competence with pride.

I was touched to have been invited by this revered institution to talk to you on this special day, and also slightly humbled when I realized it is a hundred years after women were first admitted to the institute.

This is the first graduation speech I have ever given but as you will find in your future as a co sec you have to get used to lots of firsts, get good at solving the impossible and get used to being comfortable with the uncomfortable!

I have to confess that I feel slightly envious of you and your early start in this hugely rewarding profession.

As I will share shortly, I came to this role quite late.

I really wish I had known what a Company Secretary did when I was younger. I was always slightly puzzled and intimidated by the title and professional qualification. I shouldn't have been. I wish I had been braver.

Today, and after nearly 8 years as a Company Secretary for M&S, I have the sense that I have probably always been working towards where I am today, and that maybe I should have realised sooner that this was the job that I was always destined to do.

I have also realized that the title the profession has created is a clever one – one that completely masks just how interesting and varied the role can be.

You all clearly worked that out sooner than me so when I reflected on today, I thought about what you might not have had time to learn about or reflect on during your training and what experiences, trials and tribulations (all within reason!) I could share with you today

I think these can be summarized into three life lessons.

Number one: Listen to your parents, they are nearly always right (this is also aimed at my young son here today!)

My mother always said we needed to get a professional qualification when we left school.

My siblings all became lawyers and accountants. I didn't know what I wanted to do and thought I wanted to be a restorer of musical manuscripts or a sheep farmer so it was a bit of a surprise when I ended up in investment banking.

Older and wiser, I now realise that, as was so often the case, my mother was annoyingly right and I am now proud to be the Company Secretary of M&S.

While I may have arrived late to this role, and through a slightly unorthodox rule, how I got here I think has definitely stood me in good stead.

Somehow not having a qualification meant I didn’t have a clear vision of a career path and I was always open-minded and flexible about who, what or where I was prepared to work with.  I was also a bit of a magpie along the way accumulating experiences really rather than necessarily any qualification other than life.

In our role, rules are key to what we do and we must respect the law and governance rules set down to make sure our organisations go about their business ethically and effectively.

But it’s always worth taking the time to reflect on whether there is a way around a barrier – sometimes we have to go around it, under it or move it rather than just trying the traditional way of jumping over it!

So a career in the City, working on mergers and acquisitions, living in France, working across Europe, the far east, and London, moving to retail, working in investor relations, PR and communications while seemingly not that structured has all been hugely interesting, hard work, complex, eye-opening but fascinating and fulfilling.

Most importantly, and little did I know then, but the learnings from all these roles would equip me with a critical skill set for a company secretary.

So sorry mother, if I had listened I probably would have had a very logical, meticulously-developed career but I wouldn’t have had half as much fun along the way…

However, if I had that time again I would have listened more to the advice offered along the way. I would have valued and used my professional qualification to think more constructively about my career and I would have valued more the lessons and experiences I picked up along the way.

So respect your qualification, build on it - it can take you far.

Number two: You will become the source of wise counsel but also be a counsellor

As I said earlier, I worked in a variety of different roles before becoming a CoSec. When I look back though, one of the common threads was handling people and their egos.

I was usually good at making others look good and sorting out complex problems – these are key skills of an effective CoSec.

You have developed and been examined on your knowledge of commercial, legal, regulatory and governance issues. What you have learnt here will equip you well for your careers and probably your personal life going forward.

But now it is not just the what (and doing this with 100% accuracy) but and this is the more subjective bit, the how you apply your skills which will make the difference for you going forwards.

There is an element of my role that I believe has a double meaning. I offer counsel to the Board but frequently also act as counsellor. My role is to do this with integrity and discreetly.

I have learnt and observed lots about Board practice, I have seen up close how companies are really governed and what works and what doesn't.

The people stuff is usually the hardest part. Boardrooms are usually full of big personalities. You need to learn how to manage your boss and the others around the table and remember your role is to help your Board members be the best they can be.

To do that you will need to be both competent and supportive – a good listener with bags of empathy, sacks of patience, good communications skills and good advice.

You have shown you have the IQ but now you need to reflect on the EQ and how you develop this.

You’ll need to be able to read between the lines. Often what’s not said is even more important than what is.

Governance today is central, particularly as standards of corporate governance are under such scrutiny. But be careful not to become a governance bureaucrat.

You should be the keeper of standards and source of solutions, keeping the organisational wheels oiled. You will need to constantly challenge yourself to keep an open mind in order to appreciate the different nuances of the issues you will have to deal with.

I would encourage you to get involved in your organisation and add value. But you will need to remember to stay neutral while navigating challenges and disagreements. And remember too that you carry huge responsibility for the Company’s institutional memory so what you do must stand the test of time.

How you handle these issues will mark you out. Creating the right environment for trusted conversation and provisions and acceptance of advice is key.

But being the keeper of all trust and one who cannot invariably share is not easy and the life of a company secretary can be a lonely one...

There will be times then when it will be worth remembering you are part of an important alumni of over 34,000 members – so value your network, wherever in the world you are.

I have been incredibly fortunate. I have worked with some wonderful, brilliant and remarkable people good and bad –you learn from them all!

And I have been fortunate to have a network of great company secretaries to meet for coffee or dinner and share the war stories!

Which take me to my final point…

Number three: Never stop learning

I came to M&S at a challenging time, which in itself proved to be an opportunity to embark on a massive learning curve – one that led to my current role.

I came to the position of CoSec via Investor Relations. I was not an accountant, lawyer or chartered secretary.

M&S had taken an unpopular decision in the eyes of the governance community to combine the roles of chairman and chief executive – you will all know from your governance course that is not viewed as great!

I worked closely with the retiring CoSec to explain to the outside world why we hadn’t complied. I learnt a ton about corporate governance in action, the hard way… and was well prepared at least in governance to subsequently take on the CoSec brief.

Key to my role was a great team, all qualified when I was not, and their support helped me up that learning curve quickly enough to survive my first Board meeting and then my first AGM.

I can assure you this was no mean feat. The M&S AGM at that time was the largest in the UK with over 2,500 shareholders attending in the Royal Festival Hall here in London. Usually as a cosec your role is one of quiet influence behind the scenes. However, the AGM is your one day out of the shadows in full visibility – particularly in front of that many people.

When I said earlier get used to being comfortable with the uncomfortable, that day I really experienced it. But learning and preparation was everything, along with a good team. 

Since then I have done 6 AGMs and while it is still daunting it has definitely got easier.

We are lucky enough at M&S to have an enlightened chairman who has encouraged me to develop and learn and take on a non- executive directorship.

He believes that this experience will not only develop me but will add value to the role I can play in supporting the M&S board. Thus, I became a NED of construction and services business Kier group in 2011 where I sit on the Board, nominations, audit and safety committees and now chair the remuneration committee.

I also sit on the council or board of Leeds University, which is a very different challenge being a council of some 23 members.

This is all combined with a day job, which also embraces the legal, internal audit and insurance teams at M&S.

But I would not have it any other way as these roles continue to teach me new lessons every day.

I consider myself incredibly lucky – I have so far had a challenging and stretching role working with some wonderful people, some of whom have become valued mentors.

I have shared with you today some lessons I have learned along the way. I hope you have found in these some useful pointers to reflect on and add to the incredible qualification you have earned yourself today. Congratulations!