JOB VACANCY

Company Secretary 

CONTRACT
Open-ended
APPLY BY
04 Nov 2021
SALARY
Competitive for Not-for-Profit Organisation
START DATE
As soon as possible
LOCATION
Belgium, Netherlands
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Background

EIT Climate-KIC (Knowledge and Innovation Community) is Europe’s foremost climate innovation initiative. Our mission is to leverage the power of innovation to build a zero-carbon, climate-resilient, just, and inclusive society. EIT Climate-KIC’s strategy, Transformation, in Time, responds to the need for a 1.5° aligned, systemic approach to reversing global warming and developing climate resilience, commensurate with the complexity, scale and requisite pace of response to the climate challenge.

Established in 2010 and headquartered in Amsterdam, we orchestrate a community of more than 400 organisations comprised of large corporations and SMEs, municipal and regional governments, universities and research institutes, as well as non-governmental organisations and uncommon actors. We are an organisation of circa 160 people. We operate out of 13 hubs across Europe and conduct activities in 39 countries globally. We have historically managed €80-100 million per year in grants, provided by our founder and core funder, the European Institute for Innovation and Technology (EIT). We are transitioning to a multi-funder model with the objective of maintaining a flow of funds of circa €100 million annually to our community and to problem owners to deliver impact.

Purpose of the role

Good governance is an enabling structure for the Climate-KIC Group in order to deliver impact through our strategy, working with multiple funders, challenge owners and partners in an environment of stringent expectations, compliance and highly visible, public engagements. Good governance requires an effective and well-managed set of procedures and practices in place to support preparation, decision-making, reporting and audit.

Working with key stakeholders, often under tight deadlines, the Company Secretary role facilitates the smooth operation of Climate-KIC’s formal decision-making and reporting processes; ensuring effective functioning of boards, that board procedures are followed and reviewed and that principles of good governance are applied at every point. The Climate-KIC Group consists of a Dutch non-profit parentFoundation (ANBI status), a Dutch LLC/BV Holding company, UK and European branches of both and a non-profit Association of core partners, Association Climate-KIC, which is a minority shareholder in the Dutch LLC/BV. The Company Secretary provides guidance to directors and chairs of the boards of all entities on compliance with statutory rules and the companies’ Articles of Association. The Company Secretary provides the full spectrum of company secretarial support and corporate governance advisory services to the Climate-KIC Group in conjunction with the Legal team.

The role forms part of the Directorate team together with the four statutory directors, the Executive Officer and the Executive Assistant to the CEO. The role reports directly to and works closely with the CEO and Executive Board, with Climate-KIC Foundation Supervisory Board and subcommittees, and liaises with a range of other teams as needed for governance processes, but with priority liaison with the Legal Team, the Strategy Team, the Finance Team, the EU Affairs Team, the Communications Team and the Community Activation Team.

Climate-KIC teams rely on the Company Secretary’s knowledge especially at a multi-country, multi-stakeholder level. The Company Secretary is expected to take care of administrative details at the same time as anticipating and working to a big picture view to ensure effective functioning of the boards of Dutch parent entities, including their UK and European branches; keep statutory registers updated; coordinate company secretarial compliance of all entities.

The Company Secretary is expected to understand and anticipate upcoming deliverables and work with the Executive Assistant to the CEO and Executive Officer to plan the calendar for board meetings in line with agreed rhythm and compliance requirements.

Applicants should be aware that EIT Climate-KIC is in the course of a deliberate evolution to new organisational structures that are designed to support a complex adaptive system – a ‘Team of Teams’. It is our aspiration to be an organisation that makes the most of the capabilities and adaptive learning abilities of every one of its members through distributed leadership, empowerment and self-management, and intelligent risk-taking.

We are looking for our Company Secretary to play a critical part in role modelling supportive and collaborative leadership, working closely with teams across EIT Climate-KIC to empower decision making and good management and to evolve our ways of working to model the change we want to see in the world.

This will require a highly self-reliant person, at ease with complexity and the uncertainty that comes with it. Mindset matters. We are looking for someone who combines professional discipline and rigour in the stewardship of an organisation whose mission is for public good, with a flair for the practical, and a willingness to turn a hand to whatever is needed. This role calls for superb relationship management skills with senior stakeholders; someone who can contribute and oversee procedures and practices that will enable Climate-KIC to act with impunity in working with public and private funders, and in supporting thousands of organisations across the world to effect change at a planetary scale.

Key responsibilities

Governance

  • Plan, prepare agendas and minute board and committee meetings (executive and non- executive/ supervisory) and general meetings in close coordination with chair and other board members, CEO, support and finance staff;
  • Ensure meetings are conducted in accordance with statute and articles of association;
  • Ensure board procedures are properly carried out;
  • Maintain the corporate governance database, including rotation schedule of directors;
  • Work closely with the Legal team to ensure that governance processes for legal options and risk management are robust and fit for purpose.
  • Together with the Legal team, advise statutory directors on their duties and compliance with legislation and Articles of Association, as well as on good corporate governance standards; having regard to Dutch charity regulation.
  • Contribute to governance related projects as needed.

Planning and Documentation

  • Plan the annual schedule of board meetings including forward-planning agenda of topics in close coordination with staff across the organisation as well as external auditor.
  • Ensure good information flows within the boards and their committees, supporting induction programmes.
  • Oversee preparation of Board papers and where necessary prepare documentation for Board meetings and Subcommittees, to be sent out according to agreements with the Boards.
  • Work closely with the Executive Officer to ensure timely preparation of and input from the Management Team into Board proceedings and into strategic direction setting processes.

Legal Entity Administration

  • Maintain group structure chart and statutory registers of all entities and branches within the corporate structure.
  • Arrange filing of annual returns and financial statements for all entities and branches within the corporate structure in accordance with local requirements.
  • Keep trade register records updated; Incorporations/ Dissolution of entities.

Senior Stakeholder Management

  • Build and nurture constructive, professional relationships with members of all boards through proactive, thoughtful and accurate support, timely communication, and efficient organisation.
  • Provide expert judgement to the management bodies, committees and governance bodies.
  • Engage with the Climate-KIC International Foundation Board’s Sub-Committees and directly with the Board on governance and entity processes, financial and legal requirements.
  • Support the Chair of Association Climate-KIC in his role representing Climate-KIC partners and community through governance and ownership meetings and strategic direction setting.

Leadership & Impact Enablement

  • Contribute to building and facilitating a ‘Team of Teams’ working model and a deliberately developmental culture – i.e. one that encourages empowerment, adaptive leadership, individual and collective accountability, self-organisation, deep listening, empathy, teamwork, and resilience.
  • Contribute to positive dynamics of collaboration across teams, appreciation for the value of diverse perspectives, and sense-making in service of impact monitoring and learning.

Key working relationships

  • CEO, CFO, CSO, COO and EIT Climate-KIC Management Team
  • General Counsel
  • Climate-KIC International Foundation Supervisory Board, Climate-KIC Holding BV Supervisory Board, Association Climate-KIC Governing Board
  • Teams: Legal & Procurement, People (HR), Finance, Operations, Future Funding, Communications, Policy and EU Affairs, Community Activation.

Person specifications

Qualifications

  • Degree in Business, Administration, Law, Management, Finance or a similar discipline

Experience

  • 5+ years previous company secretarial experience gained in an international charity, not-for-profit, NGO, or similar organisation, ideally with exposure to Dutch foundation/charity regime (ANBI).
  • Experience of managing governance of legal entities in multiple European jurisdictions.
  • Experience of multiple sectors, ideally with a mix of public and private.
  • Experience in the grant making environment including EU grant funding would be beneficial, but is not essential.
  • Proven track record of successfully working in and with high-performing teams, collaborating with, empowering, and learning from others, especially in change and transformation.
  • Proven experience in handling confidential information and negotiating sensitive political relationships.

Skills

  • Senior stakeholder engagement – ability to gain trust on multiple levels of management and with different governance bodies and to work through complex situations with multiple and often competing needs, expectations and demands on time.
  • Written and verbal communication: note taking and minutes that are accurate, clear, fluent, timely and appropriate for diverse audiences and stakeholders.
  • Fluency in English (Climate-KIC’s working language), excellent written and verbal communication skills, and ideally proficiency in at least one other European language.
  • Ability to collaborate across teams and functions to gather appropriate and robust inputs for Board reporting so as to meet expectations in a timely way and build confidence.
  • Self-organisation, leadership and coordination of others through the creation of thorough records and proactive, persistent follow through on action lists.
  • Anticipation and forward planning re calendars, required governance actions and mobilisation of the organisation to create sufficient lead times and adequate preparation for Board members.
  • Ability to work autonomously and make decisions and exercise judgement with limited direction at times, once aligned on principles.
  • Strong sense of accountability, with a bias to anticipation of needs and expectations and careful attention to detail, to coherence and consistency in the application of due procedures.
  • Excellent IT and digital literacy.

Qualities, Personal Style, and Approach

  • Ability to keep the big picture in mind while focusing on the details of implementation.
  • Active listening, cross cultural understanding and
  • Growth mindset – every challenge is an opportunity to learn.
  • Highly adaptable, flexible and resilient: able to work effectively in ambiguity and complexity and to respond dynamically to change. Willing to undertake a range of tasks to meet needs.
  • Bring gravitas that helps build trust and respect.
  • Practicing and demonstrating grace under pressure.
  • Solutions focused, with a “can do” attitude.

Proactive, ethical, commercial approach, entrepreneurial

Our application and recruitment process

Climate-KIC values diversity and welcomes applications from all suitably qualified candidates regardless of age, gender, race, disability, sexual orientation, religion or ethnic background.

Your application should be written in English and consist of:

  • a full curriculum vitae
  • a covering letter describing briefly how your profile, skills and experience meet the criteria outlined in the person specification, and outlining your interest in and vision for the role.
  • your current salary
  • where you saw this role advertised.

Please send your full application using the “apply now” button above. You should state your full name, followed by the role for which you are applying for in the subject line of the email. The deadline for receipt of applications is 23.59 GMT on the date published on the job advert.

Receipt of your application will be acknowledged by email.

Your application will be reviewed on or around the closing date for the vacancy for which you have applied. If your application is shortlisted for interview, you will be contacted directly by Climate-KIC.

Candidates invited to a first interview, will be notified of the outcome and informed about next stages if they are successful.

NB/ This advertisement will be taken down from the website after the closing date so it is a good idea to copy and keep the text for reference to use should you be invited to interview.

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