Company Secretarial Assistant

Job description

Role Title: Company Secretarial Assistant         
Business: Global Company Secretaries
New or Existing Role? New
 
Role Purpose
·         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 Company Secretary, GHQ, in managing the Company Secretarial function.
·         To contribute to the achievement of the objectives of GHQ, by ensuring that effective Company 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 GHQ, 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 Company Secretary within GHQ.
·         To support the processes for the payment of cash and scrip dividends.
·         To process s811 / s793 (register inspection) requests.
·         To support the processes underpinning the announcement of substantial shareholdings.
·         To answer shareholder correspondence and address shareholder queries as appropriate.
 
Key Accountabilities
Impact on the Business
·         Provide advice, guidance and support senior management and members of the SCY team on corporate governance and statutory, regulatory and governmental requirements as well as best practice requirements and standards.
·         Support the Group Company Secretary in the performance of his/her responsibilities.
 
Customers / Stakeholders
·         Senior Assistant Secretary, Shareholder Services
·         Maintain and develop positive relationships with investors, regulators, listing authorities and other external advisers/suppliers within the GHQ.
·         Maintain and develop key relationships with senior management, functional team members and colleagues in other key functional departments such as Finance, Legal, Compliance, Risk and Reward.
 
Leadership & Teamwork
·         Maintaining and developing positive professional working relationships with directors and managers within the businesses.
·         Contributing to discussions on how to improve engagement.
·         Deputising for other members of the Shareholder services team as appropriate.
·         Contribute to the strategy for the coordination and promotion of initiatives that result in the sharing of company secretarial/ governance knowledge and best practice.
 
Operational Effectiveness & Control
·         Assist in monitoring the effectiveness of the corporate governance framework for HSBC Holdings plc.
·         Helping to reduce the costs and expenses of the department.
·         Consider whether any existing processes should be re-engineered to deliver efficiencies within the Department.
·         Undertaking ad hoc projects as and when required.
 
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 Senior Assistant Company Secretary, GHQ to support the Group Company Secretary in establishing an appropriate corporate governance framework in GHQ 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 capitalisation, 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 100 countries and territories.  HSBC Bank plc is wholly owned by HSBC Holdings plc and has a debt listing on the London stock exchange.  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 Senior Assistant Company Secretary GHQ works with considerable autonomy in managing his/her portfolio 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 Senior Assistant Company Secretary GHQ 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 Senior Assistant Company Secretary, GHQ has a very good working relationship with, and is trusted by, the Company Secretary 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. 
 
Role Dimensions
·         HSBC Holdings has 17 Directors, comprising 4 executive Directors and 13 non-executive Directors. 
·         The market capitalisation of HSBC Holdings is approximately GBP110 billion.  HSBC Holdings shares are listed on the London, Hong Kong, New York, Paris and Bermuda stock exchanges.  There are over 220,000 HSBC Holdings shareholders and 80,000 registered holders of American Depositary Shares. 
·         HSBC Holdings' dividends are paid quarterly in three currencies and a scrip dividend alternative is offered on each occasion.  Over the last four quarters, cash dividends paid out totalled USD6 billion and over 250 million scrip dividend shares have been issued. There are two mailings to shareholders for each dividend.  In 2010, a further 25 million shares have been issued as a result of the exercise of employee share options
·         The Global SCY function comprises qualified company secretaries/ lawyers and support staff for the more than 1300 subsidiary companies in the Group. 
·         The role holder will typically seek guidance from the Senior Assistant Secretary GHQ, Shareholder Services, to whom they report on significant matters that arise which have implications for HSBC Holdings plc, its Directors or its subsidiary companies and from other members of the Holdings team on day to day matters.
 
Management of Risk
·         The role holder (i) contributes to the provision of support to the Board and its committees against the backdrop of both the external legal and regulatory framework and the internal control framework of the Group Standards Manual; and (ii) works with colleagues in GRP SCY and other GBL regions to ensure that HSBC Holdings plc, Committees, their Directors, Members and Officers comply with all relevant statutory and regulatory obligations.
·         The role holder will also continually reassess the operational risks associated with the role and inherent in the business, taking account of changing economic or market conditions, legal and regulatory requirements, operating procedures and practices, management restructurings, and the impact of new technology.
·         This will be achieved by ensuring all actions take account of the likelihood of operational risk occurring.
·         Also by addressing any areas of concern in conjunction with line management and/or the appropriate department
·         The Company Secretarial Assistant is responsible for ensuring that any areas of concern regarding company secretarial operational risk are brought to the attention of their line manager and/or relevant department, and addressed accordingly.
 
Observation of Internal Controls
·         He/she maintains HSBC internal control standards, including timely implementation of internal and external audit points, together with any issues raised by external regulators, relating to corporate governance or company secretarial related matters.

Desired profile

Knowledge & Experience / Qualifications
·         Strong written and organisational skills
·         Good communication and inter-personal skills including the ability to maintain and develop relationships  across the organistion as well as within the team
·         Proficient in the use of Word, Excel and Powerpoint .
·         Some practical experience of using Blueprint/other corporate databases  and board portals is useful.
·         Experience of working within the company secretariat of a large organisation. 
Capabilties (see Global Capability Framework):
·         Strengthening Customer Relationships ……….B
·         Commerciality ……………………...…………A
·         Collaboration ……….…………………………B
·         Managing & Leading …………………………A
·         Innovation & Idea Management  ………...…...B
 
We are an equal opportunity employer and are committed to creating a diverse environment.