What you need to know about the role...
The Company Secretary will be required to provide a full range of company secretarial services to the group, working closely with the Chairwoman and wider executive to ensure the effective running of the Board meetings and governance.
The CoSec role was brought in-house from a service provider in Jan 2020, shortly prior to lockdown, and during the period has been focused on ensuring that a full suite of Company Secretarial services works effectively in house. Future focus will be on developing the added value elements of the role.
This is a standalone role and the candidate will be responsible for supporting the Board and all Committees. Familiarity with listing rules is vital.
The role will be based in our head office next to the station in East Croydon; during the current lockdown everyone in the office is working from home and anticipate flexible working patterns once the office re-opens.
As our Company Secretary, you will be responsible for:
- Support the Chairwoman, Committees, NEDs, and Executive Directors in ensuring effective governance of the PLC Board and wider business taking account of best practice, including the UK Corporate Governance Code and associated guidance.
- Overseeing the regulatory and governance input into the Annual Report including the governance report and several elements of the strategic report.
- Arranging the annual general meeting (AGM) and associated actions including Notice of Meeting and ancillaries, dividends, shareholder communications, engagement with proxy advisory bodies. Manage the Group's AGM and other general meetings that may be required from time to time.
- Ensure all Board and Committee meetings are well managed and organised with relevant follow up to the ExCo on key points and actions.
- Responsible for establishing the Board calendar and for developing, in agreement with the Chairwoman and CEO/CFO and relevant Committee chairs, the agendas for Board and Committees. Full Board support including minute taking for meetings.
- Responsible for all aspects of managing regulatory requirements relating to share dealing and MAR, including PDMR dealing and maintenance of insider lists, management and communication of closed periods.
- Ensure that Board induction and development programmes are effective and are tailored to the needs of the individual.
- Facilitate productive two-way communication and information flows between the Board, Committees, and the rest of the business to ensure that: i)the Board and Committees are well informed about the business (performance, opportunities/risks, challenges, colleague views, environmental factors and trends, regulatory landscape etc) ii) matters are escalated and considered at the appropriate times by the appropriate persons and iii) decisions made by the Board, Committees are communicated and executed well and on time by the appropriate colleagues within the business.
- Working with external service providers to advise on the Group's share-based incentives plans to ensure that they achieve high levels of motivation, retention, engagement and alignment with shareholder interests across the business.
- Working with the People team to manage the employee share scheme.
- Management of regulatory matters relevant to share schemes, such as share capital movements, maintaining the Company's share capital table and block listings, and relevant RNS and Companies House filings.
- Maintaining Board policies and relevant Group policies and procedures such as those relating to inside information.
It would also be great if you had experience with...
- Working with the Sustainability Working Group on governance matters related to ESG.
- Supporting the development of corporate policies and procedures across the Group.Overseeing the content of the corporate website.
- Management of a varied workload at peak times in the corporate cycle.
- Building understanding internally on the CoSec role and interactions with other key functions such as Finance, People and Sustainability.
- Standalone role - prioritising key deliverables while working independently.
So let us tell you what we are looking for...
Candidates should be ICSA qualified. The role is broad based and in addition to the technical knowledge of company secretarial practice required, familiarity with share schemes management will be important. The candidate must have experience working in a listed business. The individual will need to be confident working independently with a strong working knowledge of listing rules and Board responsibilities and be able to build and maintain good working relationships with colleagues, external advisers.
Attributes and behaviours:
- Good knowledge of Listing Rules, Corporate Governance Code and relevant regulation.
- Excellent organisational skills and the ability to manage own workload and prioritise effectively.
- Confidence to work independently.
- Attention to detail and a high standard of accuracy.
- Ability to work as part of a lean head office function.
- Excellent interpersonal and communication skills including presenting to Board members, senior employees and colleagues.
- Timely communication with the team regarding ongoing work/projects and impact for the team.
- Confidence to offer technical guidance to others and deal with directors and senior management.