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Group Company Secretary

Group Company Secretary

Job Title: Group Company Secretary
Contract Type: Permanent
Location: London, England
Industry:
Salary: £90000.00 - £120000.00 per annum + benefits
Start Date: ASAP
Reference: BBBH21423_1633538426
Contact Name: Leena Myers
Contact Email: leena@dmjcosec.com
Job Published: October 06, 2021 17:40

Job Description

The Group Company Secretary has overall responsibility for corporate governance, including maintenance of corporate books and records and oversight of statutory and regulatory obligations of entities within the organisation. The role will report to the General Counsel and will assist with those entities that fall under the Group structure. The role will also work closely with the Group Chief Risk Officer and Group Risk team as well as COOs, finance managers and corporate administration/secretarial teams in the local offices; effectively providing a central point of contact/coordination for all aspects of corporate governance across the various jurisdictions.

This is a "hands-on" position where the Group Company Secretary will be energetic and personally engaged in the primary responsibilities of the company secretarial function. Once the individual has settled in, he/she will articulate the future vision for the function and role and pro-actively lead, shape and develop it with the engagement and support of stakeholders.

The role includes, but is not limited to:

-Board and committee governance
-Keeping a central diary for board meetings and AGMs for all Group entities;
-Maintaining centrally minutes and resolutions for all Group entities;
-Scheduling and attending meetings, preparing agendas and board backs, and drafting minutes;
-Drafting written resolutions in respect of various matters requiring board or shareholder
approvals;
-Structure and ownership information
-Maintaining current ownership structure charts for the Group and updating to reflect
additions/changes to the structure;
-Maintaining individual entity ownership structure charts (for KYC requests) for all Group
entities;


-Maintaining a central database of KYC information (passports, etc.) for Group entity
board members, shareholders, senior management etc. and requesting updated documentation
from relevant persons on a periodic basis to ensure the information is current;

Authorised signatories
-Keeping authorised signatory lists up-to-date for all Group entities (either maintaining
directly or holding copies), including drafting new resolutions as required;
-Keeping banking signatory resolutions up to date for all relevant Group entities (either
maintaining directly or holding copies), including drafting new resolutions as required;

Corporate information
-Maintaining a central database of all Group entities with core entity information which
would include the following: legal name; registered office and principal office (if different);
shareholder and board composition/officer information; name of regulator and/or supervisory
authority(ies); copies of licences; statutory documentation (incorporation/formation certificates, articles etc.); AEOI information, financial year-end and information on the Group trademarks;
-Keeping the intranet updated with relevant corporate information for Group
entities (for distribution by staff in response to client due diligence requests);
-Regulatory and statutory filings
-In conjunction with the Group Risk team, maintaining the regulatory reporting and statutory filing matrices covering all Group entities, which involves tracking all filings and requirements and includes maintaining a diary system and documents;
-Reviewing and updating (at least annually) the matrices in conjunction with relevant compliance
officers/legal/financial controllers;
-Monitoring/ensuring filing of documents etc. with the various company registrars, authorities etc. by the required deadlines (e.g. annual returns, CIMA filings, licence renewals etc.) and ensuring that ViClarity is updated at all times;

Other

-Maintaining the current versions of all Group entity W-8 forms and CRS self-certifications;
updating them when new IRS forms are issued and ensuring they are updated and available on
Moogle (where required);Maintaining a central file of Group insurance documents (PII and Cyber) and related verification letters and providing copies to relevant parties upon request;
-Coordinating with Group in-house counsel and finance/accounts team to prepare
documentation regarding intra-group cash movements (i.e. dividends, capital contributions, share issuances, etc.);
-Keeping a central file of all current intra-group agreements (service agreements, IP licence agreements, loan agreements) and ensuring the current versions are at all times available on Moogle and/or PartnerWeb; and such other related projects and tasks as may be required from time to time