Company Secretary

**Summary of Role**

Reporting directly to the Chief Risk and Compliance Officer, the Company Secretary is responsible for assisting the UK Board and Senior Management by supporting their roles and ensuring that they carry out their responsibilities efficiently and effectively. This support includes ensuring attentiveness to applicable laws, regulations, rules and policies.

They will also be an active partner with the Board Chair, Committee Chairs and Board Directors to ensure board effectiveness, good governance, maintenance of records of the Board’s business, and serves as a liaison between the Board and Senior Management. The Company Secretary will also work with the Corporate Secretary of the Parent Company.

**Key Responsibilities & Duties**

**Board planning and forward-looking agendas**
- Arranging Board and Board Committee meetings and agendas, inviting the right people to the meetings, ensuring board papers are received in good time and uploaded to ‘Diligent’ - Board Management software.
- Ensure good information flows between executive management and the Board, between the board and its committees and between senior management and NEDS.
- Review meeting materials, ensuring that they are compliant with the forward
- looking agendas for the Board and Committee meetings, that action items are addressed in a timely fashion, and clarifying the focus of attention for materials coming forward.
- Review and agree forward-looking and annual agenda plans with Board and Committee Chairs.

**Board skills and support**
- Attend Board and Committee meetings and perform the accurate and timely recording and distribution of Board and Committee minutes and action items. Support the Board and Committee chairs in the Board and Committee meetings to ensure effective running of the meetings and ensuring that governance requirements are met.
- Meet with Chairs as required to keep on top of issues, and work with management and the Board to adapt the annual plan as required.
- Facilitate induction for new directors and assist with professional development of directors as required.
- Maintain conflicts procedures and policies and manage the process for conflict-of-interest declarations.
- Support reviews of board skills and experience requirements, assessment of board skills, and gap analysis

**Governance, legislative and regulatory responsibilities**
- Draft the relevant parts of the Annual Report & Accounts in respect of Board governance, Directors’ Report etc.
- Ensure proportionate compliance with the principles of the AFM Governance Code and relevant aspects of the UK Corporate Governance Code.
- Researching and staying abreast of corporate governance trends and practices, providing advice or recommending proposals on governance matters to the CEO, Board and Committee Chairs as well as to the Corporate Secretary of the Parent Company.
- Overseeing the Board and Committee Terms of Reference review process, ensuring duties are aligned with regulatory requirements, and work is appropriately delegated among the Board and Committees.
- Working with The Independent Order of Foresters, the parent company, within the guidelines of the Subsidiary Governance Policy.
- Regulatory horizon scanning.
- SM&CR support for Directors.
- Ad hoc compliance activities as required.

**Filing requirements**
- Acts as signatory for relevant company filings, contracts and corporate documents.
- Maintaining and updating statutory records including filing of confirmation. statements and preparation and filing of all relevant documents with Companies House for the UK companies.

**Knowledge, Skills & Experience**
- Experience working in financial services
- Preferably Law Degree or ICSA/CGI qualified, or part qualified with at least 3 years’ experience would be considered an asset.
- Excellent minute taking skills.
- Knowledge of The Companies Act 2006, so that all information that needs to be filed at Companies House is filed in the correct form, with relevant fees, in the prescribed time limits.
- Excellent communicator with good verbal, written and listening skills.
- Exceptional organisational skills and attention to detail.
- Able to build relationships and work collaboratively with a wide range of people.
- Ability to work on own initiative as well as part of a wider team is important.

Foresters Financial is not your typical financial services provider. Those who join our purpose-driven organisation enjoy a culture of collaboration, creativity, and mutual respect and are challenged to do their best to make a difference every day. We help everyday families achieve their financial goals and make a lasting difference in their lives and communities.