Assistant Company Secretary US

Job description

Global Company Secretaries vision statement. Driving Excellence in Governance
 
Global Company Secretaries mission statement: by developing our people, processes and systems, we drive the highest standards of corporate governance globally to support the delivery of Group strategy and to satisfy the expectations of our stakeholders.
 
Roles
 
To support the Corporate Secretary, U.S., in managing the Corporate Secretarial function within the U.S.
To advise the Boards of Directors of companies of which he/she is Secretary, through the respective Chairman and, where appropriate, Chief Executive, on all corporate governance matters and provide direct support to the Board, Non-Executive Directors, its Committees and senior management.
To contribute to the achievement of the objectives of the U.S.by ensuring that effective Corporate Secretarial support and advice is provided to all Group companies of which he/she is Secretary through an appropriate and consistent corporate governance framework.
To understand and act upon changes in legislation and regulation within the U.S. with particular regard to the continuing obligations of HSBC Holdings plc.
To contribute to the development of strategic and operational objectives of the Global Company Secretarial function through the Corporate Secretary, U.S.
 
Impact on the Business
 
Provide advice, guidance and support to the Board of Directors and senior management of Group companies of which he/she is Secretary on corporate governance and statutory, regulatory and governmental requirements as well as best practice requirements and standards.
Support the Corporate Secretary, U.S. in the performance of his/her responsibilities within the U.S.
Expected to assume primary corporate secretarial support of one or more principal Committees of the Board of Directors of HSBC North America Holdings Inc. (“HNAH”), HSBC Finance Corporation (“HBIO”), HSBC USA Inc. (“HUSI”) and HSBC Bank, N.A. (“HBUS”). 
Review, coordinate, and distribute meeting materials and agendas. 
 
Customers / Stakeholders
 
Assistant Corporate Secretary of HNAH and its subsidiaries. 
Ensure that the Corporate Secretarial staff is appropriately advised of material corporate governance matters.
Provide advice, guidance and support to the Board of Directors and senior management of Group companies as requested by the Corporate Secretary of or Deputy Corporate Secretary, U.S.
Maintain and develop positive relationships with investors, regulators, listing authorities and other external advisers/suppliers within the U.S. 
 
Leadership & Teamwork
 
Supports the Corporate Secretary, U.S., in managing the corporate secretarial function and provides clear direction, prioritizes tasks and monitors workflow within own area.  Maintain and develop positive and professional working relationships with senior business managers within the business.
Contribute to an environment for the delivery of consistent performance measurement, training, career management and succession planning across the Department.
Promote staff engagement.
Contribute to the strategy for the coordination and promotion of initiatives that result in the sharing of corporate secretarial/ governance knowledge and best practice.
Handles routine issues and some complex issues/less-clearly defined issues and provides advice within an established framework. 
 
Operational Effectiveness & Control
 
Facilitate annual reviews by Board Committees of Group companies of which he/she is Secretary relating to the effectiveness and terms of reference, implementing changes as appropriate. 
Facilitate the annual evaluation process of Boards of Directors of Group companies of which he/she is Secretary, relating to its own performance and that of its Committees and individual Directors, where appropriate. 
To implement the Group compliance policy locally by containing compliance risk in liaison with the Head of Group Compliance, Global Business Compliance Officer, Area Compliance Officer or Local Compliance Officer, ensuring adequate compliance resources and training, fostering a compliance culture and optimizing relations with regulators. 
Complete other responsibilities as assigned, and to assist the Corporate Secretary with special projects as requested. 
 
Major Challenges
HSBC is an extremely diverse business which is constantly expanding both geographically and into new areas of business.  Such expansion is in an increasingly regulated and complex global environment with almost no consistency between laws, regulations and best practices in different jurisdictions.  There is a constantly evolving environment of corporate governance, statutory, regulatory, governmental and best practice requirements and standards.  In this context, it is the role of the Assistant Corporate Secretary to support the Corporate Secretary, U.S.in establishing an appropriate corporate governance framework in the U.S. and to provide advice, guidance and support to the Board of Directors of the Group companies of which he/she is Secretary on corporate governance matters.
 
Role Context
HSBC Holdings plc is listed on the London, Hong Kong, New York, Paris and Bermuda stock exchanges.  By market capitalization, it is one of the largest listed companies in the world.  Shares in HSBC Holdings plc are held by about 200,000 shareholders in over 80 countries and territories.  It has 1,475 branches in the United Kingdom and operates through subsidiaries in France, Turkey, Germany , Malta, Armenia, Georgia, Kazakhstan and Russia; and branches in Belgium; the Czech Republic, France, Poland, Greece, Hong Kong,  Ireland, Israel, Italy, the Netherlands, Slovakia and Spain
The Assistant Corporate Secretary, U.S. works with considerable autonomy in managing his/her portfolio and team and contributes to the corporate governance policies and procedures.  The diversity of HSBC’s business and its geographic spread bring continual change both internally and externally. As a result, the volume, complexity and diversity of matters, including confidential and commercially sensitive matters, which the Assistant Secretary, U.S.is required to manage and on which he/she is required to give advice, is very large and increasing.
The role requires a detailed knowledge of the HSBC Group and a clear understanding of its culture.  It is essential that the Assistant Corporate Secretary, U.S. has a very good working relationship with, and is trusted by, the Corporate Secretary, U.S. and the Board of Directors and senior management of the Group companies of which he/she is Secretary. He/she must also have respect and co-operation from his direct/indirect reports. He/she also needs to have close working relationships with shareholders and regulators. 
 
Management of Risk
The Assistant Corporate Secretary, U.S. is responsible for ensuring that key governance/listing obligations/corporate secretarial matters are clearly identified, brought to the attention of the Corporate Secretary, U.S. and, as appropriate, recommended for inclusion in the Group Standards Manual or Corporate Secretarial Functional Instruction Manual.
 
Observation of Internal Controls
He/she maintains HSBC internal control standards, including time
implementation of internal and external audit points, together with any issues raised by external regulators, relating to corporate governance or corporate secretarial related matters.
 
Role Dimensions
The Assistant Corporate Secretary’s responsibilities cover all of the U.S. subsidiaries.  The Corporate Secretarial function comprises
Qualified Corporate secretaries/ lawyers and support staff for more than 120 subsidiary companies in the U.S.

Desired profile

Licensed attorney, 3 years of corporate experience.
Some knowledge of corporate governance preferred.
Must be reliable and self-motivated. It is expected that the individual will work independently.  
Leadership, management and communication skills.
Lateral thinking/problem solving/creativity.
Communication and inter-personal skills including the maintenance and development of relationships with Directors of HSBC North America Holdings Inc. and its subsidiaries.
EEO/AA/Minorities/Women/Disability/Veterans