The department provide Company Secretary services to our key Channel Island client entities, providing regulatory governance, guidance and support. There is a significant amount of senior level client and board contact, which means that the team are seen as front line service.
Main Job Purpose
Primary Role: 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.
Secondary Role: To provide wider support to the Company Secretarial team and Directors of the Fund and Manager Boards, as required.
Assist and learn the Company Secretarial functions relating to regulated, listed and private equity clients.
Review changes in legislation and Corporate Governance and disseminate implications to the team and assist with procedural changes where necessary.
Assist with team projects / initiatives
- Liaison with Client/Directors to arrange and facilitate Board meetings (availability, rooms, telephone 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.
- 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.
- 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 and 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).
- Liaise with Stock Exchanges (currently LSE//NZX/CISE) (if applicable) 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.
- 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.
- 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 Stock Exchange requirements as appropriate.
- 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 by the Head of Company Secretariat.
Good knowledge 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.
Desire to learn Stock Exchange listings requirements.
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.