Company Secretary

Main Job Purpose

To provide or assist in the provision of Company Secretarial Services to a selection of fund entities, which include regulated, listed and private equity clients, with the view to taking the lead responsibility once appropriate experience / expertise level obtained.

(Full training will be provided as required)

Overview

• Act as Company Secretary to a portfolio of Listed fund entities. 
• Keep abreast of changes in legislation and corporate governance.
• Assist with team projects / initiatives as required.

Meetings

• Liaison with Client/Directors to arrange and facilitate Board meetings (availability, rooms, IT etc.).
• Preparation and circulation of material for Board Meetings.
• Attendance at Board meetings with facilitation and minutes being taken.
• Complete written minutes of each meeting on a timely basis and in a prescribed form and circulate as appropriate for approval / amendment.

Statutory Records

• Set up and maintain hard copy statutory record files in accordance with regulatory requirements for all new Companies and ensure timely filing of documents.
• Log agreements on master agreements log per client.
• Arrange notarisation as required.
• Arrange banking and facilities when required.
• Complete and update Signatory mandates.
• Co-ordinate the completion of documents required with respect to the listing of a new fund, new class of an existing fund.

Filings

• Completion and submission of annual return forms for all companies administered.
• Completion of Company tax application on incorporation.
• Ensure statutory fees are paid including the following:

• Annual returns
• Regulatory fees
• Stock Exchange filing fees.
  
• Ensure distribution of accounts is correctly completed – (Regulator, Custodian).

• Ensure accounts are filed with statutory bodies – (Registrar, Exchange and any other Regulatory body as necessary).

Notifications

• Liaise with the London Stock Exchanges and ensure that all statutory returns and announcements are made on a timely and accurate basis in accordance with the rules and regulations pertaining to a listed company.
• Notify Regulator of changes to officers, signatories, directors, auditors, manager, proposed alteration to fund documentation e.g. prospectus, agreements, change of registered office.

Registers

• Maintain Directors and Secretary’s registers.
• Maintain Members register and issue and sealing of share certificates – (Where appropriate). 
• Maintain Seal register.
• Maintain Registers of Associates.
• Maintain Registers of Connected Customers/Insider list.

Risk

• Assist with the maintenance of the teams various Company Secretarial Procedures.
• Provide information to enable compliance to maintain error/breach reports and logs including liaison with Custodian and internal parties to ensure satisfactory conclusions.
• Gather and have available KYC information for new Directors or other persons where required.
• Assist with preparation of any Regulatory compliance visits.
• Ensure compliance with London Stock Exchange requirements as appropriate.

Miscellaneous

• Assist with review of all accounts, draft prospectuses, draft agendas for meetings, draft marketing material in accordance with appropriate legislation.
• Maintain procedures in line with all legislative requirements under which funds operate and ensure all statutory returns are made accurately and on a timely basis in accordance with the law.
• Review SLAs and ensure adherence and regular reviews are completed.
• Prepare Directors’ and Officers’ Insurance Proposal Forms and ensure cover is maintained.
• Arrange for client company letterhead to be set up and available.
• Assist with training of junior staff.
• Cover for team members when necessary.
• Any other duties as delegated.

Technical Skills - Preferred experience

• Good knowledge of the offshore fund industry particularly with regards to the regulatory requirements.
• An understanding of the offshore fund industry particularly with regards to the regulatory requirements.
• Exposure to risk/compliance work in the context of fund administration.
• Knowledge of the laws and regulations applicable to the management and administration of a fund operation.

(Full training will be provided as required)

Qualifications & Industry Experience

• Should hold or be working towards an industry relevant professional qualification such as ICSA.
• Willingness to learn about the requirements and practicalities of regulated, listed & Private Equity clients

• At least 2 years relevant industry experience. 

Competencies

• Strong team ethic
• Effective communication and negotiation skills
• Strong client service orientation
• Goal driven
• Excellent time management ability
• The ability to work under pressure