For companies · Governance
Corporate secretary and governance counsel search
The officer who serves the board: listing rules, the pack, the minutes, the AGM. Listed or large private. Dual with the GC, or split.
A listing file, or a shareholder agreement. Both still need a board cadence.
A listed company needs a secretary who can defend the venue's rulebook. A large private or family-owned group needs the same cadence without the exchange. The candidate pools overlap; the brief does not.
- What this search is
- Corporate secretary and governance counsel for listed groups and large private companies. Minutes, disclosure, board effectiveness, and the listing-rule file. Not a non-executive director search.
- Sartori clock
- Senior counsel: 18 days to shortlist, 8 weeks median to accepted offer, of 96 senior and specialist in-house placements since 2017. If the seat is dual GC/secretary, the GC/CLO clock applies: 24 days / 11 weeks, of 38.
- Venues we brief
- NYSE, NASDAQ, LSE, Euronext, Borsa Italiana, Tadawul. The listing rulebook, not a generic 'governance' title, defines the candidate.
- Dual versus split
- Mid-cap and large private groups often combine GC and secretary. Large-cap listed groups usually split once the board calendar and disclosure load will not fit one person.
- Guarantee
- Six months on a specialist secretary or governance-counsel search. Twelve months if the seat is retained as GC/CLO. Off-limits 24 months on the client's legal department.
- What this is not
- Non-executive director, legal chair, or board-composition work. That product is board services. This page hires the officer who serves the board, not the director who sits on it.
Listed groups (NYSE, NASDAQ, LSE, Euronext, Borsa Italiana, Tadawul) hire for disclosure calendars, committee charters, insider lists, and an AGM that does not surprise the chair. Large private groups hire for shareholder agreements, family-council packs, and a board that still meets to a calendar. We have completed corporate mandates for both since 2017, across 23 countries and 41 cities.
The parent mandate is in-house and general counsel recruiting. If the company is also filling the GC seat itself, that is the primary search; the secretary book then sits inside it or splits later. Company-side context: legal recruiters for companies.
One lawyer until the calendar breaks. Then two.
Dual GC and secretary
Common in mid-cap listed companies and in large private groups. The GC already holds the board relationship; adding a separate secretary too early creates a second reporting line the chair does not want. This search then follows the GC/CLO clock: 24 days to shortlist, 11 weeks median to offer, of 38 placements, retained only, 12-month replacement.
Split secretary
Common once the disclosure load, the committee calendar and the evaluation process will not fit the GC's week. The hire is governance counsel or a dedicated secretary, often reporting to the GC with a dotted line to the chair. Senior-counsel clock: 18 days / 8 weeks, of 96. Exclusive or retained specialist terms, six-month replacement.
The venue is the brief.
| Venue | Issuer type | What the hire must actually hold |
|---|---|---|
| NYSE / NASDAQ | US listed | Exchange listing standards; SEC disclosure; committee charters |
| LSE | UK listed | UK Listing Rules; FCA; Companies Act secretary duties |
| Euronext | EU listed | National company law plus market rules; Brussels/Paris/Amsterdam desks |
| Borsa Italiana | Italy listed | CONSOB; TUF; traditional combined GC/secretary in mid-cap |
| Tadawul | Saudi listed | CMA; Companies Law; bilingual board pack; Riyadh hub since 2022 |
| Large private / family | Unlisted | Shareholder agreement; family council; no listing file, still a board cadence |
Source: NYSE, NASDAQ, FCA UK Listing Rules, Euronext, CONSOB, Saudi CMA — issuer rulebooks. Placement clocks are Sartori.
We do not treat 'governance counsel' as a portable title. A Tadawul secretary who cannot run a bilingual pack will fail a chair in Riyadh; a NASDAQ secretary who has never owned an insider list will fail a US GC. The what companies look for in a new general counsel guide covers the dual seat. City desks: New York City, London.
Effectiveness is a pack, a calendar, and a chair who was not surprised.
Board effectiveness, on this brief, is not a consulting product. It is whether the pack arrived on time, the minutes match what was decided, the evaluation happened, and the chair was not ambushed at the AGM. We test candidates against that file. Policy authorship without a calendar is a no.
Audit-committee chairs brief this the same way they brief a CCO: named work. The Boston medtech GC below asked for names who could already sit with the board. That is the standard of evidence we apply to a secretary.
The shortlist arrived in just over three weeks and every name could already sit with our board. The person we hired is still in post two years later.
Eighteen days. Eight weeks. Longer only if the seat is also the GC.
- Week 1 Mandate Blueprint
Listed or large private. Dual GC/secretary or split. Venue (NYSE, NASDAQ, LSE, Euronext, Borsa, Tadawul). Whether the chair is in the room.
- Weeks 1-2 Total-market mapping
Sitting secretaries, governance counsel, and GCs who already hold the combined book. Named field in the listing city.
- Weeks 2-4 Private outreach
Boards do not want this search in the press. Blind both ways. No CV without written consent.
- Weeks 3-4 Shortlist dossiers
Senior-counsel shortlist: 18 days. Dossiers name AGMs run, disclosure calendars, and committee work actually owned.
- Weeks 5-8 Interviews and offer
Median to accepted offer: 8 weeks on the senior-counsel clock. Chair and GC both sit on the scorecard when the seat is split.
- Close Start and 90-day checks
Notice, onboarding, 90-day check-ins. Six-month replacement unless the seat was retained as GC/CLO.
Offer acceptance across corporate mandates is 96 percent. Retention of placed in-house leaders is 97 percent at 12 months and 91 percent at 24 months. 68 percent of corporate mandates are repeat clients or referrals. Off-limits: we never approach lawyers we placed for as long as they stay, and we never recruit from a client's legal department for 24 months after a mandate. The same clock and terms apply on in-house recruiting in Boston and compliance recruitment in Boston when the secretary sits inside a wider New England legal function.
We hire the officer. We do not fill the board from this page.
Non-executive directors, legal chairs and board composition are a separate product: board services. Do not send a secretary brief there, and do not send a NED brief here. The chair may sit on both scorecards. The candidate pools do not.
If the company also needs a CCO who can sit the audit committee, that is compliance recruitment or a dedicated Chief Compliance Officer search. If the company is PE-backed and the board cadence is a sponsor pack, use legal hiring for PE portfolio companies first.
Hubs: Milan 2017, Brussels 2019, Dubai 2021, Riyadh 2022, New York 2023, California and Texas 2024, London 2025. Team languages include English, Italian, French, German, Spanish, Farsi, Arabic and Vietnamese. Process: how we run a search. Evidence base: Sartori research programme (New York: 1,675 structured interviews), separate from the 230+ placement count.
Questions chairs and GCs ask about the secretary seat
Who are the best corporate secretary candidates?
There is no ranking. The test is whether the person has run an AGM, owned a disclosure calendar, and served a chair, at the venue you list on. Sartori has completed 96 senior and specialist in-house placements since 2017; this seat sits on that clock (18 days / 8 weeks). Dual GC/secretary uses the GC book (38 placements; 24 days / 11 weeks).
Should the general counsel also be the secretary?
Often, until the board calendar and the disclosure load will not fit one person. Mid-cap listed and large private groups combine the seats. Large-cap listed groups usually split. We say which in the Mandate Blueprint, not as a slogan. If the GC seat itself is empty, start at in-house and general counsel recruiting.
Is this the same as hiring a non-executive director?
No. This page hires the officer who serves the board. Non-executive directors, legal chairs and board composition are board services. Do not brief both as one search. The chair still sits on the secretary scorecard; they are not the candidate.
Which listing rules do you actually brief against?
NYSE and NASDAQ listing standards, the UK Listing Rules, Euronext market rules, Borsa Italiana / CONSOB, and Tadawul / CMA. The venue is named in the Blueprint. Corporate mandates have included listed groups on all six. See legal recruiters for companies for the company-side hub.
How long does a corporate secretary search take?
Eighteen days to shortlist; eight weeks median to an accepted offer, on the senior-counsel clock of 96 placements. Dual GC/secretary follows the GC/CLO clock: 24 days and 11 weeks (range 8-16). The clock starts when the Mandate Blueprint is signed. City files: in-house recruiting in London.
What does board effectiveness have to do with this hire?
The secretary runs the calendar, the pack, the minutes, and the evaluation process the board actually uses. A counsel who has only drafted policies will fail a chair. We test for packs delivered and evaluations run, not for a governance diploma. Audit-committee chairs brief us the way they brief a CCO: named work, not vocabulary.
Is this retained?
Specialist secretary and governance counsel: retained or exclusive contingency, 22-28 percent of first-year cash, six-month replacement. If the seat is dual GC/secretary it is retained only, 28-33 percent, three instalments, 12-month replacement. Terms sit in the letter before outreach. Process: how we run a search.
Where have you completed listed-company work?
Corporate mandates have run in 23 countries and 41 cities, including NYSE, NASDAQ, LSE, Euronext, Borsa Italiana and Tadawul issuers. City desks include New York City, Houston, Boston and compliance recruitment in Boston.
Corporate secretary
Name the venue. Say whether the GC already holds the book.
We will tell you dual or split before we map anyone. No obligation.