Deputy Company Secretary
An incredible opportunity to join this FTSE listed global FMCG/Tech company as their first dedicated company secretarial professional.
Reporting to the General Counsel/Group Company Secretary you will be responsible for putting the appropriate governance structures and procedures in place as part of a longer term plan to support the Board and build out a team.
Main Duties & Accountabilities:
- Supporting the Company Secretary. Will include assisting with advising on Board matters, corporate governance, LSE requirements, best practice, regulatory and shareholder enquiries.
- Board and Committee meetings. Assisting with the arrangement of Group Board and Committee meetings, including assisting with preparing agendas, collating reports and papers for distribution prior to the meetings, liaising with non-Executives and external parties as required in relation to all attendance requirements, arranging venues and attending meetings where necessary.
- Sub-Committee support. Providing company secretarial support to Committees including organising, preparing agendas and papers for and taking minutes at meetings, advising as secretary to the sub-committee and supporting the Chairs as needed on regulatory developments and best practice.
- Announcements. Assisting with the preparation, authorisation and issuance of stock exchange announcements and associated, in conjunction with the Company Secretary, Board and external advisers.
- Registers. Maintaining statutory records, board and committee minutes and liaising with external company secretarial administrators in relation filings and group company minutes.
- Market Abuse Regulations. Maintaining confidential and insider lists, PDMRs and PCAs to PDMRs and issuing briefings to persons on those lists and to PDMRs as part of induction.
- Share dealings. To refine policies and procedures, prepare and maintain all requisite registers, consents to deal, communications and announcements.
- Policies and Procedures. Maintaining and developing appropriate governance policies, procedures, associated training and monitoring, including those relating to the Code of Conduct, Conflicts of Interest, Inside Information, Anti-bribery, Gifts and Hospitality, Anti-Slavery and Human Trafficking Policy and Whistleblowing.
- Share Schemes management. Advising on the all employee share scheme, taking a lead role in the annual grants and maturity of offerings in conjunction with the external scheme administrators, managing any resultant share capital increases, related block listing requirements and working with the Finance team on related tax filings.
- Corporate Governance. To monitor developments in corporate governance and best practice and recommend implementation of or changes in policies and/or processes and reporting requirements, to align with developments and to prepare a quarterly governance update for the Board.
- Induction of Directors. Assist Company Secretary in induction of new directors and drafting induction documents.
- Dividends. In conjunction with the registrars, paying dividends and managing the dividend reinvestment programme.
- Annual General Meeting. In conjunction with the Company Secretary to co-ordinate the arranging, materials, announcements and filings for the AGM and liaise with institutional shareholder representative bodies.
- Annual Report. Take the lead on, project manage production and delivery of the Annual Report, produce first drafts of corporate governance report, sub-committee reports, directors’ report and other statutory information taking into account the up to date UK Corporate Governance Code and related guidance and institutional body best practice guidance, working, in particular, with finance team, Chief Risk Officer and investor relations team.
- Modern Slavery Act statement. Draft annual Modern Slavery Act statement (for Group and relevant subsidiaries) and ensure it is published in compliance with legislation.
- Board and Committee Evaluation. In conjunction with the Company Secretary assist with the annual evaluation of the Board, the sub-committees and the Directors, with an external evaluation every three years.
- Corporate Website. Regular review of the corporate website to ensure regulatory and governance aspects are kept up to date and to work with others on any re-development project.
Skills & Experience
- ICSA qualified with good academics and company secretarial experience at another UK listed PLC;
- Be used to dealing with internal management teams and comfortable with interfacing with an experienced and knowledgeable board of directors;
- Have the ability to challenge and support the organisation and top management teams;
- Act with integrity and discretion;
- Be easy to work with and have a sense of humour;
- Be hands on, get involved with issues and support colleagues constructively; and
- Be able to communicate and work with people at all levels.