Deputy Company Secretary

CRO – Deputy Company Secretary

Role Description

The Deputy Company Secretary ensures adherence to corporate governance, maintains corporate records and internal registers, and manages board and committee meetings including reporting. This role involves alignment between the board of directors, senior management, shareholder, regulatory authorities and professional advisors including lawyers and auditors. and the corporate administration of the company.

Reporting Lines, Grading & Dedication

• ManCo Domain: Chief Risk Officer
• Grading: HG 16
• Central Function/ Business Unit: Central Function
• Location: Belgium (Brussels / Antwerp)
• Department: Compliance
• Direct Reports:  N/A
• Sub-department: Company Secretary
• Solid Reporting Line: Company Secretary
• Job Family: Employee
• Functional Reporting Line: N/A
• Other:  N/A

Job Requirements

Experience:

• Degree in Law, Business Administration, or related field (or equivalent through experience)
• Proven track record in corporate governance and company secretarial function
• Experience in reporting on board and committee meetings.

Competencies:

• Balancing stakeholders (B 32): anticipating and balancing the needs of multiple stakeholders
• Manage Complexity (B 8): making sense of complex, high-quantity, and sometimes contradictory information to effectively solve problems
• Plan and Align (E 25): planning and prioritising work to meet commitments aligned with organisational goals
• Ensure Accountability (F 1): holding self and others accountable to meet commitments

• Communicates Effectively (I7): developing and delivering multi-mode communications that convey a clear understanding of the unique needs of different audiences

Travel requirements:

• Up to 20% of time may involve travel
• In some cases, international travel to the various office locations is required

Skills:

• Uses analytical thinking to identify key issues and draft reports/minutes
• Language: Dutch and/ or French (native), English (fluent); German is a plus

• Methodological skills: attention to detail, maintaining effective document management systems, developing and maintaining corporate calendars and action lists Software & tools: Microsoft 365 (advanced)

Core Tasks & Activities

Board & Governance Support

• Organize and prepare agendas and meeting packs for board and committees.
• Draft and circulate meeting minutes, track action items, and follow up as needed.
• Organize training sessions for board and committee members.
• Support maintaining the company’s governance framework, policies, and procedures.
• Support review of governance practices and recommend improvements.
• Maintain accurate records of board and committee resolutions and statutory filings.
• Manage company records and handle shareholder queries, reporting, surveys in this regard.

Corporate Legal

• Compliance with applicable corporate laws and regulations (e.g., BCCA and related legislation across jurisdictions).
• Implement and document corporate legal decisions.
• File required documentation with competent authorities.
• Maintain statutory registers, including those of members, beneficial ownership, external mandates, conflicts of interests, power of attorneys and group structure charts, etc.
• Provide legal advice on corporate law and governance to the board and business units.
• Monitor legislative and regulatory developments and assess their relevance to the company.
• Support business units with corporate legal matters, including obtaining official certificates.
• Draft and coordinate notarization and legalization of documents e.g. powers of attorney.