NKF Recruitment

Company Secretary (Charities)

Job Summary

The role of the Company Secretary is to support the chair by ensuring the smooth functioning of the board.

General responsibilities

• To ensure that the organisation complies with its governing document, charity law, company law and any other relevant legislation or regulations.
• To ensure that the organisation pursues its objects as defined in its governing document.
• To ensure the organisation applies its resources exclusively in pursuance of its objects (the charity must not spend money on activities which are not included in its own objects, no matter how worthwhile or charitable those activities are).
• To contribute actively to the board of trustees' role in giving firm strategic direction to the organisation, setting overall policy, defining goals and setting targets and evaluating performance against agreed targets.
• To safeguard the good name and values of the organisation.
• To ensure the effective and efficient administration of the organisation.
• To ensure the financial stability of the organisation.
• To protect and manage the property of the charity and to ensure the proper investment of the charity’s funds.

In addition to the above statutory duties, each trustee should use any specific skills, knowledge or experience they have to help the board of trustees reach sound decisions. This may involve scrutinising board papers, leading discussions, focusing on key issues, providing advice and guidance on new initiatives or other issues in which the trustee has special expertise.

Additional duties

Either personally or by delegation, the secretary should:

• Receive agenda items from other trustees/staff
• Prepare agendas in consultation with the chair and chief executive
• Circulate agendas and supporting papers in good time
• Make arrangements for meetings:
  • Booking the room
  • Equipment
  • Refreshments
  • Facilities for those with special needs
• Check that a quorum is present
• Minute the meetings and circulating the draft minutes to all trustees
• Ensure that the minutes are signed by the chair once they have been approved
• Check that trustees and staff have carried out action agreed at a previous meeting
• Circulate agendas and minutes of the annual general meeting and any special or extraordinary general meetings
• In organisations which are companies, act as company secretary where this role is not delegated to a member of staff

Secretary person specification

• Commitment to the organisation
• Willingness to devote the necessary time and effort
• Strategic vision
• Good, independent judgement
• Ability to think creatively
• Willingness to speak their mind
• Understanding and acceptance of the legal duties, responsibilities and liabilities of trusteeship
• Ability to work effectively as a member of a team
• Nolan’s seven principles of public life: selflessness, integrity, objectivity, accountability, openness, honesty and leadership
• Organisational ability
• Knowledge or experience of business and committee procedures
• Minute-taking experience, if this is not being delegated to staff

Governance Trainer in the Voluntary and Community Sector

Main Responsibilities and Key Duties

To support the Executive Committee in administering the governance functions of the Charity

Job Summary

Good Governance, A Code for the Voluntary and Community Sector, is an agreed benchmark of best practice. It has been organised as a series of statements with different levels of guidance and options in such a way that it is possible to work through it and say at the end whether or not your organisation complies with the Code.

All voluntary and community organisations need to keep the show on the road, make the budgets balance, keep track of legal requirements, plan ahead, show leadership. This role of governance, is key to running an organisation and delivering those services well.

The post holder will be responsible for the delivery of Governance Training within the National Kidney Federation, including policy implementation and acting as the main source of advice to the Executive Committee.

They should attain a good understanding of the main areas of the Code of Governance:

• Executive committee leadership
• Executive committee in control
• The high performance of the Executive committee
• Executive committee review and renewal
• Executive committee delegation
• Executive committee integrity
• Executive committee openness

It would be advantageous for the post holder to have:

• A working knowledge of Company Law
• Knowledge of the Charities Commission
• Knowledge of the Institute of Fund Raising
• Good IT skills in respect of visual learning aids – ie. Powerpoint
• Ability to prioritise and meet deadlines
• Tact and diplomacy with a mature approach
• A commitment to Equal Opportunities
• Work alone or as part of a team
• Maintain confidentiality at all times

Post holder skills

• Good communication skills.
• The ability to work through the Code with the Executive Committee, and to build up a picture of what their roles and responsibilities involve.
• To develop a learning tool – ie: flipcharts, quizzes, discussions, to aid in the understanding of the Code of Governance
• To draw up a profile of each committee member to establish what skills and attributes they contribute
• Prepare a Code as the NKF governance handbook and produce an annual report stating your compliance with the Code and arrange to review the Code on an annual basis
• Collaborate and work with third parties to ensure adequate support, and to seek independent expert or professional advice when required

Risk Management

The management of risk is the responsibility of everyone and will be achieved within a progressive, honest and open environment

Staff will be provided with the necessary education, training and support to enable them to meet this responsibility

Staff should be familiar with the Code of Governance

To ensure that all work carried out complies with Equal Opportunities and Health & Safety policies and procedures.

This job description is not definitive or restrictive in any way and should be regarded only as a guideline to the duties required and may be amended in the light of changing circumstances following consultation with the post-holder.