Post: Governance Secretary Department/Region: Corporate Services Location: London, UK

Transcription

1 Marine Stewardship Council Job Description Post: Governance Secretary Department/Region: Corporate Services Location: London, UK Purpose of post: The Governance Secretary is responsible for contributing to the effective and compliant operation of the Marine Stewardship Council s governance arrangements. This will involve participating in strategic planning in relation to governance issues and activities to ensure the MSC s governance arrangements remain aligned to external best practice. The post holder will have responsibility for legal compliance and statutory filing for all MSC s registered entities in the UK and internationally. The Governance Secretary will also contribute to a range of wider corporate governance activities, including playing a key role in an on-going project to register MSC in international jurisdictions. They will also act as the MSC s Data Protection Adviser: they will help to ensure the MSC s compliance with its obligations and duties under relevant data protection legislation and guidance (GDPR), and they will also provide support to colleagues in relation to contract management. Alongside the strategic and compliance elements of the position, much of the role will involve delivery of day to day operational governance services (including all aspects of meeting servicing, minute-taking, logistical support and administration). This will include ensuring the smooth and integrated operations of the MSC s main governing bodies the MSC s international Board of Trustees, its committees and subsidiaries, and advisory bodies: the Stakeholder Advisory Council and Technical Advisory Board, as well as providing governance support to executive bodies, including the Executive Committee and Corporate Strategy Group. Working at the heart of the organisation, this is an exciting role in which the post holder will interact regularly with the MSC s Chairman of the Board of Trustees, as well as Board and other governance body members, the Executive and senior managers from all departments, making a real contribution to the delivery of the MSC s vision and mission. Line Relationships Key Work Relationships Authority Limits Responsible to: Chief Operating Officer Responsible for: No one currently Internal: Executive Committee Board and governance body members Head of Quality & Assurance Head of Stakeholder Engagement Finance Director Technology & Data Director Senior HR Operations Manager Senior Managers and other colleagues Level 5 post Financial delegations in accordance with Financial Handbook Page 1 of 6

2 across all departments External: Legal advisers and consultants as required Company secretarial service providers Relevant statutory compliance bodies Contractual Terms (UK) Benefits (UK) Contract type: Permanent Annual leave: 25 days Probation: 6 months Pension: After 3 months, Tier 1 (3% contribution from employer & 5% employee). On successful completion of probation, Tier 2 (9% employer & 6% employee); choice of salary sacrifice Notice: 3 months Other benefits: 4x death in service insurance Working hours: 35 per week Working time Monday Friday; 09:00 17:00 The MSC supports flexible working, so the pattern of hours may vary according to operational and personal needs. The MSC works across different time zones so evening or weekend work and/or some international travel and overnight stays may be required occasionally. No overtime is payable, however under certain circumstances time off in lieu may be granted. Page 2 of 6

3 Key Responsibilities RESPONSIBILITIES The Governance Secretary will combine hands on operational delivery, professional knowledge and strategic thinking with excellent relationship-building, communication skills, and a strong sense of customer service and teamwork. Working closely alongside the Chief Operating Officer across all aspects of corporate governance, to maintain and develop first class governance arrangements for the MSC and its governance bodies, the Governance Secretary s responsibilities include: Governance Activities Ensure the smooth running of the MSC Board, its committees, subsidiaries and advisory bodies as well as the Executive Committee and other internal bodies, preparing meeting paper packs, high quality minutes, and ensuring that decisions made at meetings are communicated and followed up. Act as a point of contact for colleagues requests for advice on UK (and relevant international) charity and company law and best practice governance, as required. Complete and file accounts and all statutory returns (including UK Charity Commission & Companies House) relevant to the MSC s companies and international registered entities in a timely and compliant manner. Support the appointment process for new Board and governance body members and their induction, as well as the processes for re-appointment and retirement in accordance with the Articles of Association and other governing documents. Provide ongoing support to Board and governance body members, including: o maintaining conflicts of interest registers o maintaining personal data relating to those serving within the governance structure o ensuring all governance body members comply with the MSC s Board Travel & Expenses Policy o processing expenses claims from members of the Board and other governance bodies o providing information and other support to members as requested. Support the Chief Operating Officer in management of the MSC s corporate risk register; maintain MSC s register of delegated authorities. Manage governance budget. Negotiate, agree and sign contracts on behalf of the MSC with external consultants and service providers within the limits of the role s financial delegations. Prepare governance information for the Trustees Financial Statements and Annual Report. Develop and/or maintain governance intranet and website pages. Work closely with colleagues on the standing Governance Working Group. Undertake ongoing governance projects alongside the Chief Operating Officer. Organisational Registration Work alongside the Chief Operating Officer and Finance Director (and relevant regional colleagues) to deliver MSC s agreed annual plan of registration of MSC in international jurisdictions. Contribute to the development of the forward plan of registrations for consideration and approval by the Executive Committee. Records Management & GDPR 2016/679 Act as MSC s Data Protection Adviser, being the main point of contact for enquiries from staff about data protection, providing them with appropriate advice and guidance (and where necessary seeking advice from external advisers). Ensure the MSC s compliance its obligations & duties under relevant data protection legislation and guidance (particularly the UK Data Protection Act 1988 and General Data Protection Regulation 2016/679). Working with the Technology & Data Director, develop, implement and maintain an MSC Records Retention policy. Maintain a programme of training for staff specifically on data protection compliance to ensure staff awareness. Page 3 of 6

4 Prepare reports for the Executive Committee in relation to data protection. Act as custodian of MSC s formal corporate legal records. Contracts and Procurement Working with the Chief Operating Officer, develop, implement and monitor appropriate processes and controls for all contractual activities for the MSC. Oversee the MSC s register of contracts, including the provision of advance notification to managers of expiry/renewal, and review contracts submitted for logging to ensure they have been approved and signed in accordance with the MSC s policies and procedures, liaising with the Finance Director and Chief Operating Officer as required. Work with the Finance Director and Chief Operating Officer to update and maintain procurement policies and processes across the MSC. Miscellaneous Represent the MSC externally where required and appropriate. Undertake such other duties as may reasonably be required. Note No job description can be entirely comprehensive and the jobholder will be expected to carry out such other duties as may be required from time to time and are broadly consistent with the job description and status of the post within the organisation. You will be expected to carry out all duties in the context of and in compliance with the MSC s Equality & Diversity and Health & Safety policies. Person Specification Required Attributes 1. Technical Skills, Qualifications & Experience Extensive experience of supporting Boards and senior committees, with governance experience preferably gained within a charity, professional and/or regulatory environment. International experience would be helpful but is not essential. Experience of working to support senior managers and Board members on governance issues. An up to date understanding of good practice in corporate governance, particularly charity governance. Knowledge of data protection legislation and operations desirable and/or willingness to learn this. Knowledge and understanding of contract management would be desirable. Educated to degree level essential; ICSA qualification desirable but not essential. Experience of working in a scientific or technical environment would be helpful, but is not essential. Willingness to develop an appropriate level of understanding of the MSC program sufficient to provide governance services is essential. Experience of working with lawyers and other professional advisers is desirable but not essential. Page 4 of 6

5 Well-developed IT skills, including confident use of MS Office products (SharePoint, Word, Excel, Outlook and PowerPoint). 2. Stakeholder Oriented 3. Organisational and Management 4. Communications 5. Personal attributes 6. Circumstances Evidence of ability to successfully manage relationships with Board members, senior staff and other colleagues. Strong focus on delivery of excellent customer services (including expectation management), and ability to instil this in team members. Demonstrated cultural awareness and sensitivity to the diversity of values, views and approaches to issues relevant to the MSC, its staff and its work. Excellent project/program management, work planning, personal organisation and time management skills. Track record of on-time, on-budget, and to-specification delivery of projects ability to manage multiple simultaneous projects whilst making use of internal and external resources. Attention to detail is essential, with an ability to set projects and tasks in a wider strategic context. Demonstrated excellence in written communication in the English language able to write exemplary minutes. Demonstrated excellence in spoken communication skills, including delivering effective presentations to diverse audiences. Demonstrated ability to explain specialist issues clearly to non-technical colleagues, and to transfer skills, knowledge and best practice. Confidence and ability to gain credibility with and the respect of the Board, members of governance bodies and staff at all levels of the MSC, and to build effective relationships with these colleagues. Discretion is essential. Ability to exercise sound judgement and demonstrate initiative to accomplish assigned tasks. Influencing, negotiating and problem-solving skills. Ability to prioritise effectively. Versatility to combine self-management and self-support when working alone with productive team membership. Willingness and enthusiasm to contribute to MSC-wide responsibilities and development, where appropriate, in pursuit of the MSC s mission and vision. Weekend work and domestic and international travel may be required. Page 5 of 6

6 Job Description Agreement Chief Operating Officer s Signature: Date: Job Holder s Signature: Date: Page 6 of 6