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INTERNATIONAL QUALIFYING

BOARD EXAMINATION
October 2012
Corporate Secretaryship

Examiners Report

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GENERAL

Again students demonstrated a lack of ability to practically apply the theory to the questions
asked, although there was an improvement from November 2011 and June 2012. The
straight forward theory questions were in most instances well answered and students fared
best when only theory was required. However students were unable to deal with the
scenario based questions and could not practically apply the theory.

Candidates are not able to identify the core issues and did not provide well thought through
answers. Once again students put pen to paper in the hope to get marks for whatever they
would perceive as to be relevant. The stress of examination conditions may have played a
role, but such an environment will not differ much from the difficult and stressful
environments in which company secretaries often have to operate in many cases having to
provide opinions on their feet in Board or sub-committee meetings to a very senior audience
and having to be able to provide clear, but to the point views on the scenarios very similar to
those portrayed in the paper.

Candidates again in this sitting gave correct information, but which did not answer the
questions at all. The information provided is not useful if it is not to the point and if it does not
address the actual issue.

The questions were asked in such a format not only to give students a few discretionary
marks if the basic skill can be displayed, but to entrench the skill to write effectively thereby
enabling the candidate to be more effective in practice. Additional marks were allocated
where students provided a well thought trough answer with a logical flow to what was
required.

Most candidates, although giving the correct answers, failed to provide sufficient information
to obtain high marks. Some students gave only a 1 page answer to a 20 mark question, if it
had been 1 page of facts it could have been enough, but then often it was irrelevant
information the length / detail of the answer has to somehow correlate with the allocated
marks. Again, many students also spent too much time on non value-adding information
they do not have to write lengthy answers, as long as the critical aspects are noted. In most
instances the shorter / to the point answers received better marks as they not only covered
the crux, but showed that the student could ascertain what the real important issues were.

CORPORATE SECRETARYSHIP

October 2012 Examiners report

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Handwriting was once again in some instances extremely poor. Candidates have to realise
that where an examiner must first try to decipher what has been said, it is very easy to
misread / misinterpret an answer and marks are lost. Students definitely lost marks due
to illegible handwriting in a number of papers.

The writing skill in a number of scripts was very poor; it was also often indicative of poor
writing in general, which is a serious concern for company secretaries as writing, be it
minutes, reports, opinions etc is a major portion of their daily responsibilities. Students,
especially at board level, should make all endeavours to address such deficiency as,
improving their writing skills, will only stand them in good stead going forward. In a number
of instances the numbering of questions was incorrect and led to some guesswork as to
what question was being attempted. This also contributed to marks being reduced.
Questions attempted should be clearly marked.

On a lighter note some students were on top of current news items as there were reference
to Lonmin, the Polokwane court fire, Gerald Majola and the CAF 2013 AFCON draw.
Question 1
The average mark for this question was 53.6%. Although the average is above 50% it is still
below par considering that many of these questions dealt with basic general questions a
company secretary should be able to answer with ease and without hesitation. An inability to
answer these questions is indicative of students not having an in depth knowledge of the
theory.

Question 1.1 generally well answered.

Question 1.2 this question was overall poorly dealt with. Students wrote anything they
thought could be relevant. Most students answers were limited to what a closed period is.

Question 1.3 This question was not answered well and it is worrying that potential or
current Company Secretaries do not know which Committees the Chairman of the Board
may be a member of or not and which he/she may chair. A Company Secretary could easily
find him or herself red carded when the composition of sub-committees are discussed.

Question 1.4 overall very well answered. However a few candidates still referred to 21
clear days notice.

CORPORATE SECRETARYSHIP

October 2012 Examiners report

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Question 1.5 overall very well answered.

Question 1.6 overall fairly answered. In a number of instances students did not know that
the solvency and liquidity test should be applied to each individual subsidiary, although the
majority knew what the solvency and liquidity test measures.

Question 1.7 Poorly answered. Most students had no idea what the requirements were for
an annual audit or review.

Question 1.8 - overall well answered.

Question 1.9 - overall well answered.

Question 2
The average mark for this question was 50%. Overall well answered although students lost
marks on part 2.3 of the question on the legal status of the CC after conversion.

Question 3
The average mark for this question was 45%. Part 1 and 2 of this question was not as well
dealt with as part 3. Part 3 is a standard question in all papers.
Question 4
The average mark for this question was 44%. Overall well dealt with and it was encouraging
to see that company secretaries are on top of the Ethics requirements in terms of which
companies should have Social and Ethics Committees and its composition as this is a very
topical issue. The section on risk was not that well dealt with and students wrote more or
less anything they thought could be relevant.
Question 5
The average mark for this question was 36.75%. Overall poorly answered and again
students put pen to paper and wrote anything they thought could produce marks
somewhere, without answering what was required. The part on instances where a director
could be held liable was well answered though.

CORPORATE SECRETARYSHIP

October 2012 Examiners report

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Question 6
The average mark for this question was 36.5%. Few students attempted this question and
item 6.3 of this question was poorly answered. The Boards responsibility to oversee the
effective

management of ethics within a company is very much on the forefront and in a number of
companies the Company Secretary is the Ethics officer as well.

Conclusion

The pass rate is a slight improvement from May 2012 and a vast improvement from previous
sittings.

END OF REPORT

CORPORATE SECRETARYSHIP

October 2012 Examiners report

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