Company Secretary

3 weeks ago

County Dublin, Ireland Cricket Ireland Full time

The significant and rapid growth of Irish cricket in the last 15 years has led to a commensurate increase in both statutory and Government compliance, and the need for legal advice in an increasing variety of areas, whether company, commercial, employment or property related. Cricket Ireland is seeking an individual with proven legal skills to assist the organisation to both maximise opportunities and manage risks, particularly for an organisation in receipt of public funds, with all the scrutiny and reporting requirements that entails. Operationally, the post-holder will fulfil the statutory and administrative requirements of a Company Secretary and will also play a role in handling the day-to-day legal matters of the company. KEY RESPONSIBILITIES OF COMPANY SECRETARY Statutory Duties Maintaining the statutory registers of the company such as the register of members, register of Directors and secretaries, and the register of Directors and secretaries interests. Administrative Duties Organising and giving notice of general meetings and Directors meetings in accordance with the Articles and any relevant instructions from the Chairman or another Director. Attending and taking minutes of, or procuring that minutes are taken, of General Meetings, Board meetings and specified sub-committee meetings, and ensuring that the minutes and related papers are properly archived Ensuring that the company complies with its various disclosure obligations such as the information to be maintained on its website and printed on its letterhead and other documentation. Certifying documents such as the certificate of incorporation, memorandum and articles of association, extracts from minutes and similar items for presentation to third parties such as banks. Providing guidance to the board of Directors on corporate governance matters generally and, in particular, ensuring that the provisions of the memorandum and articles of association are observed. Liaising with Directors, members and any employees who require copies of company documents such as its memorandum and articles of association and statutory accounts. Providing support to any newly-appointed Directors including arrangements, preparation for and delivery of any formal induction; making sure that they each (i) have a copy of the memorandum and articles of association and the most recent set of accounts;(ii) are aware of their statutory obligations regarding disclosures they have to make;(iii) have been provided with a schedule of board meetings; and (iv) are supplied with any other documentation they may validly require to fulfil their functions. Maintenance/updating of Board Constitution and policies Upkeep of Board Manual/maintain on-line Director library Maintenance and upkeep of Board/sub-committee Terms of Reference Responsible for timely dissemination of papers for designated committees/AGM Responsible for initiating, collating and summarising any Board Evaluation process Other Governance Duties Ensuring CI makes quarterly submissions under the Irish Registration of Lobbying Act regarding its engagement with Ministers and public officials in the Republic of Ireland Overseeing/procuring preparation for and administration of meetings of the Nominations Committee and Governance Committee and acting as management lead for both. Maintaining a register of attendance at Board meetings and other sub-committees. Overseeing/procuring preparation for and administration of the Annual General Meeting, including ensuring all members are appropriately notified of the date and have the appropriate information in advance Agreeing dates of Board meetings with Chair and Chief Executive. Ensuring correct composition/rotation of Board sub-committees Liaising with the Chairman/Chief Executive in relation to orderly rotation of Directors in line with the articles. CI Ethics and Compliance Officer; oversight/management of Whistleblowing Policy Management operational lead on anti-corruption matters. Maintenance and upkeep of company Risk Register Organisation lead in relation to overseeing compliance with GDPR requirements. Engagement with Sport Ireland on FOI requests and ensuring release of appropriate information Upkeep of ROI Governance Code and NI Governance audit processes Legal Duties Draft, review, and negotiate contracts and agreements. Advice on regulatory compliance, and corporate governance. Support departments with legal guidance on operational issues. o Engage external legal advice as necessary on more specialised legal areas. Oversee the legal departments budget and spending. REQUIREMENTS Ideal candidate will have the following background: Minimum 3 years PQE with experience in Irish corporate governance / management of governance of Irish companies / company secretarial work. Good knowledge of Irish Companies Act (and related legislation) and ability to monitor changes in Irish company law and related legal areas Excellent organisational skills and attention to detail, with the ability to manage multiple tasks and priorities effectively. Ability to prioritize tasks effectively and manage multiple deadlines in a fast-paced environment. Proficiency in Microsoft Office Suite (Word, Excel, PowerPoint, Outlook) and document management software. Discretion and integrity when handling sensitive and confidential information. Experience of working in a sporting organisation an advantage

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