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3 min read

Company secretaries: Managing equity across group structures

Company secretaries: Managing equity across group structures
Company secretaries: Managing equity across group structures
7:28

Growing from a single company into a complex group can feel like stepping onto a different planet. High‑growth businesses often spin up subsidiaries for new markets, acquire other companies or create special‑purpose vehicles for financing. 

These changes deliver flexibility, but they also make governance harder. Company secretaries sit at the centre of this complexity. Especially when equity, share schemes and ownership structures span more than one entity.

How complexity creeps in

Multi‑entity structures emerge quickly. International hiring, joint ventures and mergers lead to a web of subsidiaries, each subject to local laws and unique corporate formalities.

Even mature legal and finance teams can struggle: without a central system, managers may lack visibility across entities and duplicate effort.

The Association of Corporate Counsel highlights four common governance pain points in entity management:

  • A lack of trust in data.
  • Uncertainty about compliance status.
  • Reporting deficiencies.
  • Inefficient processes.

Many organisations still rely on spreadsheets, yet research shows nearly a quarter of spreadsheets contain errors. Data decays at an estimated 25% per year, so manual record‑keeping quickly becomes unreliable. 

These weaknesses become more pronounced when a group structure adds layers of directors, reporting lines and, critically, equity arrangements across entities.

The hidden workload for governance teams

Time pressure and task overload

Research into company secretaries’ work reveals that time pressure stems from the sheer diversity of tasks and rising demands from boards and management.

Many secretaries juggle multiple bodies – often the management board and supervisory board – leading to conflicting loyalties and a “multitude of topics”.

Lack of support exacerbates the pressure, with some secretaries reporting they have no resources to share the workload – particularly when managing share schemes alongside governance duties.

Conflicting loyalties and information gaps

Working across multiple boards often puts governance professionals in the middle of competing interests. Company secretaries frequently hold more information than any single board and must navigate ambiguous expectations about what to share and when.

Equity adds another layer of complexity:

  • Who holds what across entities?
  • How do option grants align with group structure?
  • Are approvals properly coordinated?

At the same time, information is often incomplete, late or inconsistent. Many secretaries spend significant time chasing data because systems are fragmented and expectations unclear. The result is a constant feeling of “catching up”.

Warning signs that governance is being outpaced

In high‑growth and large organisations, a few early indicators suggest governance is struggling to keep up:

  • Decision‑making slows down. Approvals across entities become fragmented, particularly for equity events like option grants or share issuances.

  • Reporting becomes inconsistent or error‑prone. Different boards receive packs in varying formats, and finance teams struggle to consolidate data. 

  • Equity records become unclear. Cap tables diverge from reality, or share scheme data is spread across spreadsheets.

  • UK filings are missed or delayed. Especially where responsibilities are unclear or decentralised.

  • Cultural drift occurs. Subsidiaries start developing their own ways of working, undermining a unified governance culture. 

If you recognise these signs, it may be time to revisit your governance model.

What good looks like: best practices for multi‑entity governance

Organisations that navigate complexity well share several habits:

  1. Establish a centralised governance operating model. Define clear responsibilities, create shared calendars and standardise templates across all entities. Harmonised board packs improve predictability and help directors focus on substance rather than format.

  2. Invest in a single source of truth. Replace spreadsheets with an integrated management system. Unifying data reduces error rates, speeds up reporting and increases trust; the ACC notes that organisations with unified data can respond quickly to stakeholder requests and reduce compliance costs.

  3. Align entities with strategy. Periodically review whether each subsidiary still serves a strategic purpose. Simplifying group structures can reduce duplication and make share scheme management more straightforward.

  4. Define information requirements up front. Work with boards to agree on what data is needed, when and in what format. Clear expectations reduce last‑minute scrambling and ensure decision‑ready information. Where possible, use dashboards to display real‑time data.

  5. Foster a culture of transparency and communication. Governance leaders cannot be everywhere, so encourage directors and managers to share updates proactively. Regularly briefing the CEO and CFO about competing demands helps resolve conflicting loyalties. A culture that values open dialogue reduces the risk of critical information being missed.

  6. Monitor workload and resource needs. Recognise that governance is not just a compliance task. As groups grow, consider appointing or hiring additional governance specialists rather than expecting a single company secretary to manage the expanded workload.

Elevate with digital tools

Digitisation isn’t just about efficiency – it’s about control, clarity and confidence.

For company secretaries managing UK entities and share schemes, the biggest gains come from bringing equity and governance together.

Vestd is designed to facilitate good governance practices as you manage your equity. Helping simplify the areas that typically create the most friction:

  • Automate routine compliance tasks. Automated statutory filings, digital minute books and integrated registers mean fewer deadlines are missed, and less energy is spent on paperwork.

  • Unify data and improve visibility. A single source of truth consolidates shareholder information, group structures and meeting records across entities. 

  • Support secure collaboration and decision‑making. Centralised dashboards and data rooms allow directors and governance teams to access information, sign resolutions electronically and track approvals from anywhere. 

  • Scale with your structure. Digital tools should handle multiple entities and jurisdictions seamlessly. As your group grows, the system scales with you, rather than adding complexity.

Our platform includes integrated cap tables, electronic board approvals and automated Companies House filings to help governance teams stay on top of multi‑entity complexity.

Interested in streamlining governance? Book a call with one of our specialists today.

Why this matters now

Global growth, remote work and increasing regulatory scrutiny mean that multi‑entity governance is no longer a niche concern. 

For company secretaries, the message is clear: invest in systems and habits that provide clarity, reduce duplication and maintain a unified governance culture. 

Doing so will not just keep you compliant; it will enable strategic decision‑making and preserve organisational agility.

Want to dig deeper? Get your free Equity Governance Guide