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Company Secretary and Head of Corporate Governance
4 months ago
Company Secretary and Head of Corporate Governance
Shift Pattern:Standard 40 Hour Week (United Kingdom) Scheduled Weekly Hours:
40 Corporate Grade:
B - Senior Vice President Reporting Line:
(UK Division) LME Legal & Company Secretariat Location:
UK-London Worker Type:
Permanent
About the London Metal Exchange and LME Clear The London Metal Exchange (LME) and LME Clear form the world centre for industrial metals trading and clearing, with the majority of all non-ferrous metal futures business transacted on our platforms. In 2022, 134.2 million lots were traded and cleared, equating to $15.2 trillion and 3.1 billion tonnes notional, with a market open interest high of 1.8 million lots. The metals community uses the LME and LME Clear platforms to transfer or take on price risk, for clearing and settlement services, as a physical market of last resort and as the provider of transparent global reference prices. The LME and LME Clear are HKEX Group companies.
The LME Group Company Secretary role will fulfil the legal position of company secretary for both LME and LME Clear, two holding companies and any other companies which are created by the London Group from time to time. The LME Group Company Secretary will be responsible for managing the Company Secretariat team. The LME Group Company Secretary will be responsible for the UK Group of Companies and oversee the Company Secretariat department to ensure it develops to meet the increased expectations of the department in terms of driving best practice in corporate governance. Responsibilities : To provide the following services and function for LME Holdings Limited, The London Metal Exchange and LME Clear Limited (where applicable):
- Act as Company Secretary to all UK companies.
- Provide leadership and management oversight of the Company Secretariat team, providing clear guidance, support and development of the team driving a culture of high performance.
- Assist HKEX with their listing company obligations and work closely with HKEX group secretarial function on the continuous enhancement of secretarial and governance practices across HKEX group
- Clear and decisive ownership of all aspects of corporate governance
- Maintenance of LME Group of companies' statutory registers and books
- Management of LME Group board meetings (approx. 10 per year)
- Management of LME Group board committee meetings (approx. 16 per year)
- Management of LME and LME Clear ExComs every two weeks
- Production of clear, accurate and concise minutes
- Ensuring the team effectively manage the day to day administrative and other requirements of the Directors
- Arranging director inductions and ownership of all induction documentation
- Management of Charity Committee and all related charity administration/arrangements
- Companies House filings and overseas entity administration
- Maintain the companies' statutory registers and records
- Arrangement of notary services for the business
- Administration and filing of company agreements; clear documentation of signing responsibilities and approvals of all company agreements etc and communication of requirements to employees
- Manage the notices process (by which LME and LME Clear communicate with stakeholders)
- B Share process owner (handling general enquiries for B shares, maintenance of B share transactions, ownership of B share scheme documentation, issuance of share certificates where appropriate)
- Assisting the Chairman and Directors to discharge their duties
- Clear documentation of matters reserved for board and delegation of authority through terms of reference for committees, board resolutions etc
- Filing of annual returns at Companies House and the formal filing of other documents for the LME Group of companies.
- Preparing papers and all logistic arrangements for board meetings.
- Advise directors as required on their duties and to ensure compliance with corporate legislation and the memorandum and articles and other corporate documentation and legal requirements
- Continually keeping up to date with developments in the corporate governance and company secretarial space and taking responsibility for education of the Board, the Executive Committees and other employees as required
- Ensuring statutory forms are filed correctly in the corresponding country as required.
- Prepare papers for general meetings for UK Companies where required
- Work with the LME's internal and external counsel as required
- Liaise as necessary with the FCA and Bank of England
- Ad hoc project work
- Extensive experience of leading a corporate secretariat team ideally within a subsidiary organisation
- Proven track record of leadership within a high-pressure environment and of handling senior stakeholders including board directors, senior executives, shareholders and regulators;
- Demonstrative experience and ability to effectively manage and motivate a small team
- Ability to rapidly build credibility and influence at senior levels.
- Experience of working with Company Secretarial software e.g.: Dilligent, Convene.
- Proven track record of driving best practice within a corporate secretarial team
- Understanding of private company requirements and ideally public company requirements as well (LME Group Companies are privately owned subsidiaries of a public company in Hong Kong, HKEX, so both are relevant)
- Balanced and measured individual with track record of demonstrating sound judgement
- Gravitas when interacting with senior leaders and the ability to present with confidence to senior stakeholders including the Board, Executive Committee and HKEX Group.
- Strong verbal and written communication skills including excellent drafting skills
- Excellent organisational and administrative skills with ability to prioritize work and managing expectations
- Excellent understanding of the regulations affecting companies and directors of companies in England and Wales and proactively keeps self, team and organization updated as to regulatory and corporate governance changes.
- Ability to work independently, in a team and manage a team
- Strong team management skills with a depth of experience in coaching and developing individuals.
- Ability to understand, anticipate and work with very senior stakeholders; responsive and measured in approach.
