Funds Governance Manager - #1741578

At M&G our purpose is to give everyone real confidence to put their money to work. As an international savings and investments business with roots stretching back more than 170 years, we offer a range of financial products and services through Asset Management, Life and Wealth. All three operating segments work together to deliver attractive financial outcomes for our clients, and superior shareholder returns.

Through our behaviours of telling it like it is, owning it now, and moving it forward together with care and integrity; we are creating an exceptional place to work for exceptional talent.

We will consider flexible working arrangements for any of our roles and also offer work place accommodations to ensure you have what you need to effectively deliver in your role.

The Role

We are seeking a highly motivated and experienced Company Secretary to join our team and play a crucial role in ensuring robust investment governance practices. This role will report to the Head of MGRE Secretariat and will be integral to the effective operation of our clients’ investment structures.

This role provides governance-led support and advisory services for investment funds and underlying structures managed by M&GRE. It encompasses legal, statutory, and operational responsibilities. Additionally, the role holds delegated authority from the M&G plc group company secretariat to provide local company secretarial services for unregulated and regulated real estate SPVs.

The Company Secretary will be responsible for providing comprehensive company secretarial support to the investment structures of various funds. This includes advising on best practice, ensuring compliance with relevant regulations and internal policies, and facilitating the smooth operations of the fund structures.

The ideal candidate will have a strong understanding of investment governance principles and regulations and a proven track record of providing high-quality corporate support in a complex environment.

Key Responsibilities:

As a key member of the Fund Governance team, you will be responsible for ensuring that all corporate and legal obligations are met across various investment activities. Your duties will include:

• Collaborate with transaction managers and external lawyers to facilitate corporate purchases and sales.
• Work with product developers and external lawyers to provide governance advice on structuring new funds and products.
• Coordinate with accountants to ensure that statutory financial requirements are met for all investment subsidiaries.
• Partner with asset managers and fund operations teams to ensure all legal obligations are tracked and managed, either directly or via third-party providers.
• Ensure that all subsidiaries comply with relevant regulations and frameworks.
• Maintain accurate statutory records and make regulatory filings.
• Initiate regular reviews of dormant subsidiaries and work with internal and external parties (including lawyers, accountants and administrators) to facilitate liquidations.
• Ensure all the shareholding information is properly recorded on Diligent Entities to facilitate group reporting.
• Act as company secretary for various real estate legal entities, primarily key general partners in UK fund structures.
• Arrange board meetings, produce board packs/minutes and draft ad hoc transaction-related board resolutions for key general partner entities.
• Monitor board composition and manage conflicts of interest.
• Draft accurate minutes as the official record of decisions and discussions, impacting accountability and future actions.
• Assist with the drafting of governance frameworks, policies and terms of reference.
• Ensure statutory requirements are met and appropriate filings are made at Companies House.
• Maintain full records of staff directorships and associated property assets, and manage the process for directorship reviews, appointments and resignations.
• Provide advice and guidance to staff holding external directorship positions on joint ventures and other property vehicles, and arrange refresher training via retained lawyers.
• Provide support to directors of offshore entities where UK input and facilitation are required for local drafting and execution.
• Coordinate with and supervise external company secretary service providers across multiple jurisdictions, including Europe, Jersey and North America. Ensure strict compliance with local laws and regulations, maintain precise corporate records and facilitate transactions as the primary point of contact
• Facilitate and advise on legal document execution in the UK and offshore.
• Liaise with client Boards (internal and external) via company secretarial functions to ensure that client powers of attorney are renewed annually and are fit for purpose.
• Coordinate with retained lawyers on powers of attorney, sealing and signing protocols for new and existing funds.
• Assist in the continuous update of the MGRE Delegated Authority Framework.
  
  

M&GRE GENERAL

• To understand and demonstrate positive behaviours in line with M&G Expectations.
• To understand the Health and Safety responsibilities appropriate for your role and ensure that they are undertaken in accordance with the relevant Company policies, procedures and guidelines.
• To understand the Company’s Sustainability vision and apply the Sustainability Strategy as appropriate for your role.
• Fulfil regulatory requirements, including timely completion of all regulatory training and declarations.
  
  

Key Knowledge, Skills & Experience:

• Significant experience: 6+ years in a company secretarial or governance role, preferably within a listed company or large organisation.
• Demonstrated expertise in corporate governance, regulatory and compliance matters, board administration including managing board and committee meetings, including preparing agenda, minutes, terms of reference and resolutions.
• Familiarity with corporate governance codes and other company secretarial frameworks.
• In-depth knowledge of UK company law, including the Companies Act 2006, Limited Partnership Act 1907 and Economic Crime and Corporate Transparency Act 2023.
• Understanding of regulatory requirements and compliance obligations for all types of companies and partnerships.
• Expertise in maintaining statutory records and ensuring accurate and timely filings with Companies House.
• Familiarity with articles of association and limited partnership agreements
• Experience in organising and managing board and committee meetings.
• Proficiency in preparing agendas, minutes, board packs and resolutions.
• Knowledge of shareholder communication and engagement practices.
• Experience in managing annual general meetings (AGMs) and other shareholder meetings.
• Understanding of risk management processes and the role of the company secretary in supporting risk governance.
• Experience in supporting corporate transactions such as mergers, JVs, acquisitions, disposals and incorporation of SPVs.
• Familiarity with due diligence processes and documentation.
• Proficiency in using company secretarial and governance software (e.g. Diligent Entities and Diligent Boards).
• Ability to build and maintain effective relationships with board members, senior management and external stakeholders.
• High level of integrity and ability to handle confidential information.
• Strong analytical and problem-solving skills.
• Attention to detail.
• Ability to work independently and as part of a team. Strong organisational and time management skills.
• Excellent written and verbal communication skills.
  
  

Recruiter: Hannah Curtis

Work Level: Manager or Expert

We have a diverse workforce and an inclusive culture at M&G plc, underpinned by our policies and our employee-led networks who provide networking opportunities, advice and support for the diverse communities our colleagues represent. Regardless of gender, ethnicity, age, sexual orientation, nationality, disability or long term condition, we are looking to attract, promote and retain exceptional people. We also welcome those who take part in military service and those returning from career breaks.

M&G is also proud to be a Disability Confident Leader, and we welcome applications from candidates with long-term health conditions, disabilities, or neuro-divergent conditions. Being a Disability Confident Leader means that candidates who meet the minimum criteria of a job, will be offered an interview if they 'opt in' to the scheme when applying.

If you need assistance or an alternative means of applying for a role due to a disability or additional need, please let us know by contacting us at: [email protected]