Company Secretary

Job Description

Overview Of BNY Mellon:
BNY Mellon is a global financial services company focused on helping clients manage and service their financial assets, operating in 35 countries and serving more than 100 markets. BNY Mellon is a leading provider of financial services for institutions, corporations and high-net-worth individuals, providing superior asset management and wealth management, asset servicing, issuer services, clearing services and treasury services through a worldwide client-focused team.

Job Purpose:
The EMEA Legal team currently comprises in excess of 60 legal professionals based in offices in London, Dublin and across continental Europe.   
As Company Secretary based in Dublin, you will be part of a small company secretarial team with responsibility for ensuring that your portfolio of BNY Mellon Irish companies and relevant committees comply with Irish statutory/governance requirements.  In addition you will be required to manage a portfolio of Irish domiciled funds/ICAVs/SPVs for clients of the firm. You will report into the Manager of the company secretarial team in Dublin.
The Company Secretary will also play a key role in continuing to raise and develop the profile of the Office of the Corporate Secretary within BNY Mellon


To carry out company secretarial functions which include:

Company Secretarial Compliance Work
• Managing and taking responsibility for the provision of a comprehensive company secretarial and governance  service to a portfolio of internal and external clients and entities in Ireland, advising senior stakeholders, directors, committee members and functional leads on a wide range of company law and governance issues
• Attending and taking detailed minutes and action items at board and committee meetings of CBI regulated entities
• Preparing a wide variety of minutes, resolutions and associated documentation relating to share transfers, approval of accounts and issuing of Power of Attorney etc
• Maintaining and making all necessary statutory and regulatory returns and records with the CRO, ISE and CBI
• Keeping abreast of all legislative, regulatory and corporate governance developments relating to company secretarial issues
• Ensuring standards of corporate governance best practice are documented and adhered to at all times
• Ensuring that all Irish entities (including nominees companies) are compliant with applicable laws and remain in good standing at all times - including maintaining and updating the statutory records, taking ownership for ensuring the filing of annual returns, financial statements and statutory returns
• Maintenance of statutory registers, e.g. register of directors, members etc.
• Assisting other members of the Office of the Corporate Secretary in reviewing, negotiating and approving for execution documentation, such as Powers of Attorney and Letters of Representation, originating from clients and their legal advisors
• Maintaining group structure charts
• Maintaining and updating bank mandates and authorized signatory lists as required
• Collaborating with members of the Office of the Corporate Secretary to ensure that information is shared in a timely and comprehensive manner and ensuring that the highest standards of corporate governance are maintained at all times.
• Attending to ad hoc enquires

Supporting Boards & Committees
• Organising and being responsible for Board and Committee meetings, including preparing agendas, collating and circulating Board/Committee papers and preparing minutes for all Boards and Committee meetings as required
• Partnering with regional Management on EMEA governance projects and helping to manage and implement key strategic decisions.

Special Projects
• Providing company secretarial assistance in respect of corporate restructurings and M & A projects
• Providing guidance to Directors’ and management on the Companies Act 2014, the IFIA Corporate Governance Codes and other relevant corporate governance matters.

• Developing and maintaining relationships with functional leads and shared services across EMEA, e.g. Compliance, Finance, Internal Audit and Risk.
• Miscellaneous company secretarial tasks as required from time to time e.g. company formations, company conversions, branch registrations, company changes of names
• Comply with all corporate policies and procedures within the department.
• Alert management immediately of any significant changes to business risks and internal controls effectiveness.
• Notify management and/or Compliance immediately of any regulatory breach.
• Comply with health and safety policies and procedures operating within the business.



Core Competencies:
• Adaptability
• Communication
• Customer Orientation
• Interpersonal Skills
• Multi-tasking
• Judgment
• Managing Risk
• Team Player

Job Specific Competencies:
• Well-developed interpersonal skills, with the ability to engage  with various professionals and teams across the region
• Quality and accuracy of work, comfortable managing a complex and varied portfolio of clients and entities
• Highly motivated self-starter with gravitas to maintain credibility with different stakeholders

Technical Skills, Knowledge, Systems Knowledge (and associated skill level):
• Excellent communicator at all levels, both verbal and written
• Excellent minute taking skills
• Proven experience of handling corporate governance matters and a deep understanding of statutory / regulatory records concerning company secretarial processes
• Fully conversant with Word for Windows, Excel and PowerPoint 
• Previous experience of Blueprint and/or GEMS corporate database or other company secretarial package
• Ability to work under pressure and to tight deadlines and balance competing and conflicting priorities
• Proven experience working with highly sensitive and confidential information
• Confident, assertive and collaborative attitude
• Conscientious and willingness to work as part of a team and help out on all matters

Academic/Professional Qualifications (or equivalent qualifiers)
• ICSA qualified or graduate with business related or law degree
• 3-5 years’ previous experience of working in a company secretarial function either in professional practice or in financial services or a matrixed multinational organisation.

BNY Mellon is an Equal Employment Opportunity Employer.

Primary Location: Ireland-Dublin-Dublin
Job: Legal
Internal Jobcode: 85092
Organization: Legal Affairs-HR06241
Requisition Number: 1916837