Company Secretary - Virgin Money Unit Trust Managers Limited
Business Unit: Group Commercial, VM Joint Ventures
Location: UK, Flexible
Contract Type: Fixed Term – 12 months
Virgin Money Unit Trust Managers Limited (VMUTM) is a joint venture between Virgin Money Holdings (UK) PLC (Virgin Money) and abrdn plc (formerly Aberdeen Asset Management PLC) (ASI), a wholly owned subsidiary of Standard Life Aberdeen plc. VMUTM provides investments and pensions propositions combining Virgin Money’s brand, scale and retail distribution expertise with ASI’s market-leading investment solutions and asset management technology.
This role in a nutshell
VMUTM is looking for a Company Secretary to lead on building the Company Secretarial and governance capabilities required for the future. You’ll provide full company secretarial and corporate governance support to the VMUTM Board and Board Committees. You’ll also support the Chief Executive Officer (CEO), in conjunction with other members of his team, in maintaining high standards of corporate governance across the executive management governance framework.
This is a senior leadership role requiring a broad, technical Company Secretarial skill set and competence. You’ll need to be comfortable managing the full remit of role responsibilities, including all compliance matters related to a regulated industry, with minimal technical supervision, and must be confident in engaging at a senior level with both the CEO and Board Chair. The role will report to the VMUTM Business Enablement Director and will have direct access to the CEO, Board Chair and Board Committee Chairs. You’ll have access to a broader Company Secretarial community at Virgin Money for information and best practice sharing.
Here's what you’ll be doing:
• Provide authoritative and timely guidance to the Board Chair, Committee Chairs, CEO and Directors on, and ensure VMUTM is at all times compliant with, all relevant aspects of company law, corporate governance best practice and regulation in addition to the constitutional documents that govern the joint venture; support on corporate governance projects.
• Lead on the coordination and administration of the VMUTM Board and Board Committee meetings (and as necessary ad-hoc working sessions as agreed with the Board Chair and CEO) including quality assurance on reports to the Board and Board Committees.
• Advise on and take the lead in drafting Board and Board Committee papers and Board and shareholder resolutions (including the circulation and execution thereof) and provide input on key governance & reporting documents including the ARA.
• Ensure that the matters reserved for the Board and shareholder reserved matters as prescribed in the constitutional documents that govern the joint venture, are complied with and supported by the governance framework.
• Manage all company secretarial elements of any corporate actions including liaising with directors and shareholders as necessary and the drafting, coordination, execution and filing of all necessary Board and / or shareholder resolutions and related documentation. Examples include equity raising and dividend payments.
• Lead the design and implementation of Board level corporate governance arrangements, policies and processes and be responsible for their upkeep.
• Working with the relevant Chair, manage the end-to-end process to set up any new Board Committee.
• Coordinate the annual training and development calendar for directors and oversee its delivery in conjunction with the Board Chair maintaining appropriate records.
• Support the Board Chair and Committee Chairs in the regular review of the effectiveness of the Board and Board Committees including the coordination and follow-up on any actions arising to improve effectiveness.
• Support the Board Chair and Committee Chairs in keeping the composition of the Board and Board Committees under regular review and lead on the company secretarial steps necessary for the appointment and on-boarding of new directors, and the replacement of serving directors.
• Ensure that company registers are maintained and statutory filings are submitted on time including in relation to all annual and event driven requirements.
• Act as an effective interface between the Board Chair and the CEO helping align internal governance processes to the expectations of the Board, supporting the carrying out of Board directives and ensuring continuous improvement.
• Support the CEO, in conjunction with members of their team, in maintaining high standards of corporate governance across the executive management governance framework including providing advice on the structure and operation of the committees within the executive management governance framework including their Charters and annual operating schedules and acting as Secretary, where required, to committees in the executive management governance framework, for example the CEO’s Executive Committee, including managing the agenda setting process; collation & publication of papers for each meeting; taking & production of Minutes; and follow up of any actions arising.
• Keep up to date on developments in company law, corporate governance best practice and relevant regulation and make recommendations to the Chair, Committee Chairs, Board and CEO as relevant on action necessary in relation to the company’s corporate governance framework.
There are a few essentials you need to bring:
You’ll be an experienced Chartered Secretary, or hold a relevant legal qualification, with a proven track record as a Company Secretary / Deputy Company Secretary in a private limited company ideally gained within asset management or wider financial services. You must be able to work largely unsupervised and be confident in getting on with the job. You’ll need to demonstrate a pro-active, forward-thinking approach to your work and the skills and abilities to communicate effectively with stakeholders at all levels.
It goes without saying that this type of job will need you to:
• have proven experience of working effectively and winning the confidence of Board members and other senior stakeholders
• be highly organised, able to juggle numerous priorities and keep to deadlines
• have excellent communication skills
• be well versed in the Companies Act and the legal responsibilities of directors and private limited companies in the UK and of corporate governance best practice
• demonstrate an investigative and intuitive mindset to problem solve and find solutions
• A generous holiday package and the option to buy more!
• Private Medical Insurance - with the option to extend to family members.
• Pension! A market leading pension – we’ll top up your contributions too.
• Flexible benefits – customise your rewards to work
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