Job Description. Assistant Company Secretary. Job Title: Department: Legal & Secretariat Reporting to: Deputy Company Secretary

Transcription

1 Job Description JD Template Last Updated November 2017 Job Title: Assistant Company Secretary Department: Legal & Secretariat Reporting to: Deputy Company Secretary Location: OSB House, Chatham Version date: November About OneSavings Bank plc OneSavings Bank plc (OSB) the specialist lending and retail savings group began trading as a bank on 1 February 2011 and was admitted to the main market of the London Stock Exchange in June 2014 (OSB.L). OSB joined the FTSE 250 index in June The Group, which is headquartered in Chatham, Kent OSB is authorised by the Prudential Regulation Authority, part of the Bank of England, and regulated by the Financial Conduct Authority and Prudential Regulation Authority. OSB primarily targets underserved market sub-sectors that offer high growth potential and attractive risk-adjusted returns in which it can take a leading position and where it has established expertise, platforms and capabilities. These include private rented sector Buy-to-Let, commercial and semi-commercial mortgages, residential development finance, bespoke and specialist residential lending and secured funding lines. It is differentiated through its use of high skilled, bespoke underwriting and efficient operating model. OSB lends through the Kent Reliance, InterBay Commercial, Prestige Finance and Heritable Development Finance brands, originating organically through specialist brokers and independent financial advisers. OSB is predominantly funded by retail savings originated through the long established Kent Reliance name, which includes online and postal channels, as well as a network of branches in the South East of England. Diversification of funding is currently provided by participation in the Funding for Lending Scheme and access to a securitisation programme. The majority of the Group s administrative support functions are performed by its wholly owned OSB India operation, based in Bangalore, India 2. Job Purpose The key purpose of this role is to assist the Deputy Company Secretary in supporting the organisation, the Board and its committees with its governance responsibilities. The individual will assist in ensuring compliance with all legal, regulatory, and shareholder requirements relevant to the organisation and promote good practice throughout the organisation and will support the Deputy Company Secretary and the Senior Assistant Company Secretary in ensuring that corporate and governance conduct is of the highest standards. The role is based in Chatham, but will involve travel to other OSB offices for meetings from time to time. 3. Core Responsibilities Disclosing and reporting Provide basic support for the release of announcements to the London Stock Exchange Maintaining a schedule of returns to be made to Companies House ensuring that the deadlines are met Preparing and filing returns at Companies House using Blueprint Providing support on the production of annual reports for subsidiaries Administrative support Providing administrative support to send statutory notices and documents to Companies House and the FCA Assisting in ensuring those people entitled to can access company information and records upon request Maintenance of the Group s entity management system and policy database (Blueprint) Supporting the broader governance and Co-Sec team in maintaining high quality minute taking Assist in organisation of the Group AGMs Maintaining records of directors interests Administering and facilitating the execution of documents and associated actions Assist with the administration of the subordinated debt Support the use of Blueprint and primary responsibility for maintaining an accurate Group Corporate Structure diagram To support and assist with keeping materials on the Company Secretariat intranet site updated

2 Share Plans Administration Assist the administration of the long term incentive plans for senior executives in liaison with HR Assist with the grant and exercise of the Sharesave scheme in conjunction with our registrars Allotment of shares in relation to share schemes and notification to the FCA and Companies House for newly-issued shares Maintain the company s compliance standards and ensure timely completion of all mandatory on-line training modules and attestations 4. Experience Requirements 12 months previous experience working in a Company Secretarial or governance department is essential 6 months previous experience in an Assistant Company Secretarial/governance position within a PLC is desirable 6 months prior experience dealing with Directors and Senior Executives is desirable 5. Knowledge Requirements 12 months previous experience working in a Company Secretarial department is essential Basic knowledge of bespoke database such as Blueprint is desirable Basic knowledge of the Companies Act and Listing Rules is essential Intermediate knowledge of Microsoft Word, Excel and PowerPoint is essential 6. Required Qualifications/Certifications Part ICSA Chartered Secretary qualification or legal qualification is essential GSCE/GCE qualifications in both maths and English are essential Excellent communication and interpersonal skills are essential This job description defines the role as it exists now. It is not meant to represent an exclusive description of the job holder s responsibilities as these may vary from time to time in line with the needs of the business. This role may change and evolve over time and any changes will be communicated as necessary

3 7. OSB Behavioural Competency Framework TEAMWORK work with our colleagues COMMUNICATIO N interact with others MOTIVATION demonstrate our positive approach MANAGING & EMBRACING CHANGE act when things change INTEGRITY approach things a) You understand your own role, the roles of others within your team and you work together to achieve department goals b) You take responsibility for your own work and proactively seek to support colleagues in achieving theirs c) You create team spirit by working cooperatively and respectfully with others, promoting a friendly climate and a strong morale d) You build mutual trust and respect e) You consider the impact of your conduct and your work and actions on immediate colleagues and other teams f) You strengthen team spirit by demonstrating a desire to learn from others, seeking their ideas and opinions g) You promote and embrace diversity h) You understand the departmental links and promote joined up thinking across cross functional processes i) You prompt others to play an active role in the team whilst demonstrating sound conduct at all times j) You encourage others to acknowledge and value different perspectives, and how these align to appropriate behaviour and conduct a) You communicate clearly and to the point, avoiding unnecessary jargon or complex language b) You are polite, courteous and respectful when communicating with both colleagues and customers c) You ensure that your communication is effective by considering different styles/methods and using the most appropriate d) Your communication is consistently confident, positive and articulate e) You are open, honest and constructive when expressing your opinions f) You are able to communicate confidently with colleagues more senior than yourself g) You manage conflict by being respectful and listening effectively to others and seeking to proactively address any issues that arise h) You manage your emotions effectively, especially in high pressure situations i) Your communication is structured, engaging, persuasive and aligned to the organisations culture-values j) You are able to lead meetings and discussions effectively k) You instinctively adapt your communication style to meet the needs of your target audience, demonstrating good conduct at all times a) You display passion for your work b) You demonstrate positivity and energy in respect of achieving your targets and objectives c) You focus on what can be done, rather than on what can t d) You display high standards and expectations in respect of work quality e) You set ambitious goals and tackle them with enthusiasm f) You demonstrate resilience when issues arise and a desire to overcome them g) You use your skills, knowledge and a positive approach to motivate, empower and develop others h) You openly support and encourage a positive approach from others i) You identify opportunities for improvement and stretch yourself and others to achieve higher standards, including standards of behaviour a) You use your initiative to make suggestions for changing processes to improve working practices, aligning these to good customer outcomes b) You respond positively and swiftly to changing circumstances c) You actively embrace new ways of doing things d) You are adaptable and flexible when dealing with changing priorities and unplanned activities e) You actively seek feedback and receive it in an open and constructive manner, and as an opportunity for development f) You actively keep up to date with relevant external developments relating to your role and our market/industry g) You act as a role model in encouraging others to adapt to change, including culture-and-conduct change h) You demonstrate consistent enthusiasm and positivity towards process, identifying and implementing improvements and new initiatives a) You are respectful, honest and reliable b) You consistently adhere to company processes, procedures and external regulations and are aware of the process to follow when things don t seem right (for customers, and the organisation as a whole) c) You own up to your mistakes, fix them and learn from them d) You are consistently professional in your approach and are constantly on the lookout for ways to improve your professional conduct e) You adhere to the Company s values and demonstrate alignment to cultural and conduct goals f) You ensure that your actions align with the requirements of the OSB Conduct Risk policy in order to mitigate poor customer outcomes and customer detriment. g) When dealing with customers, you strive to ensure that your behaviours align with those required under the 6 TCF customer outcomes h) You seek to do the right thing at the right time, in the right way and for the right reasons i) You ensure that you have an awareness of conduct risk and associated poor behaviours and that (where identified) they are dealt with appropriately and by doing so; align your behaviour to the minimum standards of good conduct. j) You lead by example and act as a role model for others k) You treat compliance, risk and regulatory matters as essential tools in our business and ensure awareness and adherence as a minimum

4 l) You cultivate and actively promote respect, honesty and professionalism in order to maintain and improve integrity in those around you ORGANISATION & EXECUTION organise ourselves in order to get things done PROBLEM SOLVING & DECISION MAKING establish the direction to take, especially when issues arise LEADERSHIP TO LINE MANAGERS manage our teams PERFORMANCE MANAGEMENT TO LINE MANAGERS The way manage the performance of our direct reports SENIOR MANAGERS & CERTIFICATION REGIME TO EMPLOYEES GOVERNED BY THE SENIOR MANAGERS & CERTIFICATION REGIME a) You demonstrate the ability to plan and prioritise your workload and work in an organised way in order to meet established deadlines b) You ensure that your work is of a high quality, is accurate and is completed within the required timeframes c) You manage your in-box effectively and respond to s in a timely manner d) You are available and contactable during working hours and respond to voic s in a timely manner e) You avoid having to be continually chased f) You proactively complete generic tasks such as appraisals and monthly SkillServe modules within published deadlines g) You avoid undertaking important tasks or requests at the last minute h) You are punctual when attending work and when invited to meetings i) You demonstrate effective timekeeping when taking breaks j) You maintain a strong focus on results and achieving your objectives, aligning outcomes to good conduct and behaviour k) You monitor team performance against good conduct, milestones and deadlines and take appropriate action to address issues that arise l) You identify and organise team resources as required to ensure that good customer outcomes, goals, targets and SLAs are achieved m) You demonstrate an appropriate level of financial awareness, controlling costs and considering the value in all activities a) You tackle solving problems and issues in a clear and positive way, ensuring good customer outcomes are the end-result b) When problems arise, you seek to establish what can be done, not what can t be done c) You look to establish a range of options that can be considered when problems occur d) You actively seek information that supports the decisions that you make e) You make clear and appropriate decisions, in line with established Company policies, processes and regulatory requirements f) You use your own expertise to draw conclusions and make recommendations g) You think beyond perceived or imposed boundaries and look to recognise when an issue may be part of a wider problem (and are aware of the process to follow when things don t seem right (for customers, and the organisation as a whole) h) You accurately analyse and summarise a wide range of data i) You use conduct-and-culture goals, organisational tools and systems appropriately to support your analysis and the decisions that you make j) You clearly articulate decisions that have been made and the rationale for such decisions ensuring others understand and buy into the way forward k) You encourage others to contribute to solving problems and issues and appreciate that your way may not always be the only/best way REQUIRED BEHAVIOURS FROM ALL LINE MANAGERS a) You keep your team fully focussed on key goals and SLAs b) You outline key strategies for longer term goals and developments and involve your team in identifying and planning the way forward c) You take control and ownership when required, initiating actions and providing clear direction accordingly d) You make prompt, clear, appropriate and reasoned decisions e) You take accountability for actions and results f) You take the initiative, act with confidence and inspire your team to achieve goals g) You act as a behavioural role model for your team and hold others accountable to clear and appropriate standards of behaviour h) You delegate work clearly, effectively, fairly and in a timely manner i) You recruit and develop high calibre teams j) You take full ownership of risk, compliance, audit and regulatory issues REQUIRED BEHAVIOURS FROM ALL LINE MANAGERS a) You proactively address issues relating to employee performance by demonstrating the importance of good conduct as role model (and by including conduct and culture behaviour goals into staff objectives) b) You set SMART goals for your direct reports to achieve, linking these to wider departmental targets and the Company s BBS c) You conduct robust and meaningful Mid-Year Reviews and Year End Appraisals in line with defined timeframes d) You actively provide open, honest and developmental feedback to your direct reports (including periodic monitoring and assessment to ensure that staff conduct and culture behaviours are aligned to the organisational goals) e) You proactively manage all aspects relating to probation and sickness management in line with established HR processes f) You seek to identify and initiate development opportunities for your direct reports g) You manage the performance of all direct reports in a fair, consistent and professional manner h) Where applicable, you proactively undertake all requirements of the Company s Training and Competence Scheme REQUIRED BEHAVIOURS a) You do not delegate significant tasks without reassuring yourself first that the delegate can conduct them properly, and you oversee discharge of the delegated responsibility effectively. b) You address promptly any conduct and other issues potentially affecting the fitness and propriety of any of your reports. c) You conduct a full assessment of the fitness and propriety of any of your reports before making any return or issuing any certificate to that effect. d) You notify Compliance immediately you become aware of any potential change in the fitness and propriety of any of your reports, including any relevant change in their role or their personal circumstances. e) You make no offer of promotion or of employment to any internal or external candidate which is not subject (as a minimum) to their being properly certified as fit and proper. f) Where you identify any actual or potential regulatory breach, you escalate it promptly and appropriately. g) Where disclosures of actual or potential regulatory breaches within or outside your remit are made to you, you escalate them promptly and appropriately and do not treat the disclosing employee less favourably as a result. h) You are open and cooperative with the FCA, PRA or other relevant regulator and volunteer the disclosure of any information of which the PRA/FCA

5 would reasonably expect notice. i) You do not make any commitment by way of reference to a departing employee which cuts across the Company's regulatory obligations.