Company Secretary PLC
Legal and Secretariat
Sanne, a FTSE250 company and leading provider of alternative asset and corporate administration services, is seeking a dynamic and experienced individual, ideally with expertise in the financial services sector, to appoint as Company Secretary.
Reporting to the Chairman and working closely with the CEO the candidate will be responsible for all plc compliance matters and the continued evolution of the corporate governance framework.
The successful candidate will advise and influence at the most senior level within the organisation and must therefore be comfortable working alongside the executive team to formulate strategy and develop first class governance.
A “hands on” approach is required.
The successful candidate is likely to be a lawyer, qualified accountant and/or Chartered Secretary with notable experience gained within a listed company.
- Acting as Secretary to the Board, the Risk and Audit Committee and the Remuneration, Nomination and Executive Committees. Board papers include reports from the Company Secretary. Trusted confidante and advisor to all Directors including the Non-Executives. The role is seen as the conscience of the Company and a wide variety of issues are raised with the job holder from all levels of staff. The Company Secretary will be responsible for updating and advising the Board of changes in corporate governance requirements and best practice provisions
- Maintaining the Company’s Stock Exchange Listing and monitoring the related processes and procedures e.g. Director share dealing and insider dealing. Dealing with all aspects of compliance with the Company’s obligations under the Listing Rules, Disclosure and Transparency Rules and all associated regulations including advising the Board where necessary and making all required announcements to the market.
- Shareholder liaison – Overseeing arrangements in respect of the AGM and EGMs and drafting the documentation such as Notice and Chairman’s script for these meetings. Overseeing the Company’s Registrars and the management of the dispatch of documents to shareholders. Manage voting proxy agency relations and Investor queries.
- Corporate Governance and other issues – Ensuring compliance with the UK Code and responsibility for a variety of other governance related matters.
- Supporting the Chairman on all matters relating to Directors contracts, fee arrangements and Board Evaluation.
- Performance Share Plan and any Option Schemes - Manage the Group Performance Share Plan dealing with EBT Trustee relationship and governance requirements, grants, exercises and appropriate documentation and the introduction and launch of any new jurisdiction with share plans. Provide support in ensuring compliance with any jurisdictional securities laws and exchange control requirements.
- Year End – liaising with Group Finance in respect of subsidiary company accounts and information required for year-end audit internally and by the Auditors. Drafting relevant sections of the Annual Report (inc. corporate governance, remuneration and directors’ reports). Management and dispatch of documents to shareholders.
- Dividends - Preparation of dividend documentation with the Registrars. Setting dividend timetable. Arranging payment of dividends with Group Finance department.
- Acquisitions and Disposals - Involvement as a key member of the company team in the implement and integration of corporate acquisitions.
Skills and Experience
- Professional qualification relevant to a company secretarial function – ICSA, qualified accountant or lawyer
- Significant company secretarial experience gained within a listed company, preferably within a financial services business
- Thought leader capable of advising and influencing on governance matters at the highest level of the organisation
- Excellent listing knowledge with a focus on remuneration matters.
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