Senior Assistant Company Secretary

Job description

Role Title: Senior Assistant Company Secretary
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.
·         Provision of advice to senior managers on complex regulatory issues which span multiple jurisdictions.  
·         To develop and implement the Group Company Secretaries Risk Policy & Framework.
·         Secretary to the Global Company Secretaries Executive Committee and the Global Company Secretaries Executive Committee Risk meeting.
 
Key Accountabilities
Impact on the Business
·         Provide advice, guidance and support to the committee members 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 Group Company Secretary in the performance of his/her responsibilities.
 
Customers / Stakeholders
·         Senior Assistant Secretary, Statutory and Regulatory Reporting
·         Global Company Secretaries Executive Committee and the Global Company Secretaries Executive Committee Risk meeting
·         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
·         Deputise for the Senior Assistant Secretary, Statutory and Regulatory Reporting as appropriate
·         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 company secretarial/ governance knowledge and best practice.
 
Operational Effectiveness & Control
·         Monitor the effectiveness and appropriateness of the risk and corporate governance framework of the Group companies and committees of which he/she is Secretary.
·         Assist in the monitoring of the resourcing, costs and expenses of the Company Secretarial function.
·         Assist in the regular assessment of operational and cost efficiency of the Company Secretarial function.
·         Re-engineer existing processes to deliver efficiencies within the Department.
 
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, Statutory and Regulatory Reporting, 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 Senior Assistant Company Secretary GHQ is responsible for ensuring that key governance/listing obligations/company secretarial matters are clearly identified, brought to the attention of the Company Secretary GHQ and, as appropriate, recommended for inclusion in the Group Standards Manual or Company Secretarial Functional Instruction Manual.
 
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
·         Qualified company secretary or lawyer.
·         Detailed knowledge of the HSBC Group and a clear understanding of its corporate culture is desirable. 
·         Leadership, management and communication skills.
·         Lateral thinking/problem solving/creativity.
·         Communication and inter-personal skills including the maintenance and development of relationships with Directors and committee members.
 
Capabilties (see Global Capability Framework):
·         Strengthening Customer Relationships ……….C
·         Commerciality ……………………...…………B
·         Collaboration ……….…………………………B
·         Managing & Leading …………………………B
·         Innovation & Idea Management  ………...…...B
 
We are an equal opportunity employer and are committed to creating a diverse environment.