Senior Assistant Company Secretary

Pension Insurance Corporation (“PIC”) provides secure retirement incomes through comprehensive risk management and excellence in asset and liability management, as well as exceptional customer service. Our purpose is to pay the pensions of our current and future policyholders. We achieve our purpose by setting Companywide strategic objectives and driving a healthy culture based on our PIC Values of Resilient, Adaptable, and Loyal.

The purpose of the role is:

• To assist General Counsel/Company Secretary and the Corporate Secretariat in providing full governance support and company secretarial service to the Pension Insurance Corporation Group.
• Ensure that all Pension Insurance Corporation Group entities are administered in line with the Companies Act and other relevant legislation and regulation.
• To provide governance and administrative support to the Board and/or selected Board Committees including taking minutes at meetings and collation of papers.
• Administration of the Pension Insurance Corporation Group share plans in cooperation with HR.
• To liaise with Pension Insurance Corporation’s external advisors/shareholders as required.
• To assist with maintenance of the statutory records for all Pension Insurance Corporation Group entities. Operate company secretarial software packages (Diligent Entities and Diligent Boards).

Our Company values are expected to be reflected in the delivery and performance of every role.

Specific accountabilities assigned to the role of Senior Assistant Company Secretary within the Legal and Company Secretariat function:

Committee and Board services

• Ensure the effective servicing of the Boards, Committees and associated meetings. This will include summoning meetings, preparing agendas, liaising with relevant chairs, collating papers and ensuring their timely distribution, attending meetings, preparing minutes and follow-up action schedules.
• Accountable for follow up actions taken after the meetings and maintain a rolling agenda, including maintaining Board and Committee records such as board papers, minutes, and written resolutions.
• Assist the business in governance queries and advise on good practice around board/committee papers.

Record keeping and compliance

• Administer a portfolio of Pension Insurance Corporation Group entities to ensure compliance with the Companies Act and other applicable legislation and regulations.
• Maintenance of statutory books, including registers of members, directors and secretaries and others as applicable.
• Population of the Diligent Entities database with appropriate data in respect of Pension Insurance Corporation Group entities and personnel.
• Performance of company secretarial and compliance-based tasks as and when required (e.g. conflicts of interest check for directors and employees)
• Provision of information profiles for Pension Insurance Corporation Group personnel and entities both internally and externally.
• Carry out Companies House and regulatory filings and ensure they are within deadlines.
• Ensure Pension Insurance Corporation Group policies falling within the Legal and Company Secretariat remit are kept up to date and reviewed periodically

Governance and shareholders

• Carry out an annual review of terms of reference and annual cycles for the Boards and Committees to ensure strategic, topical and legally required matters are reviewed by Boards and Committees periodically.
• Responsibility for the year-end process by drafting/reviewing the corporate governance and directors’ report sections of the annual report and financial statements and other reporting, as required.
• Assist with any shareholder related actions (e.g. pre-emption process, capital raise), shareholder queries and other shareholder communications.
• Maintain the register of shareholders and monitor changes in share ownership of the company

Share schemes

• Work closely with HR and outsourced providers on share schemes including administration of grants, vesting, exercises and sales. This will include working on share schemes related documentation i.e. plan rules, communications to employees and required Board and Committee approvals.
• Liaise with the employee benefit trust in respect of all matters related to Pension Corporation’s share plans

Managerial Responsibility

• Provide support and guidance to junior members of the team and stand in for Head of Governance when required

Requirements

Experience:

• Recognised qualification and strong employment record in Corporate Governance and/or Company Secretariat Roles
• ICSA qualified
• Proven track record of effective minute taking including demonstrable experience of supporting Boards and Committees
• Proven track record of advising Boards, senior management and the business on corporate governance, technical matters and good practice
• Experience of share plan administration would be an advantage
• Experience of providing support and guidance to junior members of the team

Skills:

• Attention to detail and strong organisational skills
• Strong communication skills
• Emotional Intelligence and confidence in dealing with senior stakeholders
• Ability to persuade and influence both directly and indirectly
• Ability to manage people and other resources effectively
• Ability to organise work to meet deadlines
• Ability to build good working relationships with the business in an engaging and collaborative manner to add value and help teams understand and adhere to the governance process
• Good working knowledge of MS Access, MS PowerPoint, MS Word

Knowledge:

• Strong Technical Knowledge of Companies Act legislation and compliance requirements.
• Knowledge of the Senior Managers & Certification Regime (SMCR)
• Competent user of Diligent Entities / Diligent Boards
• Knowledge of share plans administration

Desirable personal attributes aligned to what success looks like in the role:

• Emotional intelligence and confidence required to deal with senior stakeholders
• Ability to build good working relationships with the business in an engaging and collaborative manner to add value to and help teams understand and adhere to governance processes
• Experience in advising Boards and Board Committees on corporate governance
• Company secretarial experience
• Minute taking experience
• Microsoft Word and PowerPoint
• Knowledge of Companies Act legislation and compliance requirements
• Diligent Entities and Diligent Boards
• Attention to detail and well organised team player
• Share plans administration experience
• Knowledge of the Senior Managers & Certification regime

Benefits

In addition to a competitive base salary and the opportunity to participate in our annual, performance-related bonus plan, upon joining us here at Pension Insurance Corporation, you will get access to some great benefits, including private medical insurance, 28 days' annual leave (excluding bank holidays), a generous pension scheme and much more.