Company Secretary CITCO Bank Nederland

About Citco

Citco is a global leader in fund services corporate governance and related asset services with staff across 50 office locations worldwide. With more than $3 trillion in assets under administration we deliver end-to-end solutions and exceptional service to meet our clients needs.

For more information about Citco please visit

Your Role:

The Corporate Secretary will report directly into the CEO of CITCO Bank Nederland (CBN) and is a key player in CBNs corporate governance structure. The Corporate Secretary focusses on helping the company keep up with legal and regulatory requirements.

The Corporate Secretary is a trusted adviser to the MB and undertakes the following:

• Together with Citco Group Compliance keeps under review legislative regulatory and governance

  developments that may impact the Banks and ensures that the MB is appropriately briefed on

  them;

• Wins the confidence of and acts as a confidential sounding board to the Business Director and

  other Directors on issues of concern;

• Provides where appropriate a discreet but challenging voice in relation to Corporate Governance

  and Central Bank requirements in the Corporate Governance arena at the MB deliberations and

  decision making.

• Acting as liaison between committees and the relevant boards and stakeholders.

MB composition and procedures:

• Ensure the MB the Supervisory Board (SB) and their respective committees (audit committee risk & compliance committee remuneration committee management board risk committee and management board meetings) function effectively.
• Organizing and facilitating the management and supervisory board meetings and various committee meetings including preparing agendas presentation materials and drafting resolutions.
• Research and advise the MB and SB on best practice.
• Establish a summary of matters reserved for decision by the respective Boards
• Schedule meetings assist with the preparation of agendas providing guidance on Board paper
• content ensuring timely delivery of papers; prepare minutes of Board meetings recording Board
• decisions clearly and accurately pursuing follow up actions and reporting on matters arising.
• Ensure all of the minutes are approved by the respective Boards.
• Make Travel accommodation and Food & Beverages arrangements for board members
• Ensure time at meetings is spent appropriately.
• Agree process for decision making between meetings.
• Ensure that membership of the Board committees are constituted in compliance with the relevant
• Corporate Governance Codes and that their membership is regularly reviewed and refreshed
• Support Board succession planning and oversee non-executive director rotation
• Assist with Board activities

Board information development and relationships:

• Build together with MB non-executive director induction programs which provide a full formal
• and tailored introduction to the business
• Facilitate good information flows between Board members and foster effective working between
• executive and non-executive Directors
• Develop a proactive relationship with Board members providing a source of information and
• advice and acting as the primary point of contact with non-executive Directors
• Help develop and support Board performance evaluations which are tailored to the companys
• particular needs.
• Oversee professional development for the Board

Regulatory requirements and Compliance:

• Advise the respective Boards on existing and new legal and regulatory requirements governing the
• Banks business and the Banks procedures as well as monitoring compliance on a regular basis
• and reporting any significant changes to the Board;
• Promote knowledge and understanding about corporate governance principles providing relevant
• information as well as promoting and monitoring compliance among the Board members
• Together with the Business Director and the SB Chairman periodically review whether the Board
• and the Banks other governance processes are fit for purpose and consider any improvements or
• initiatives that could strengthen the governance of the Bank(s)
• Engage with Bank Compliance Officers as necessary to fulfil the requirements of the role

Disclosure and reporting:

• Ensure that the necessary disclosures on corporate governance and the workings of the Boards and its committees are included in the annual report

Other

• Liaising with (group) Risk Legal and Compliance teams on governance corporate regulatory and governance matters and other relevant topics.
• Ensuring adherence to legal and regulatory obligations through monitoring and safeguarding activities and keeping up to date with legal requirements.
• Periodically (coordination of) updating charters and policies and maintaining/enhancing corporate records.
• Handling statutory filings updating of registers and supporting entitylevel audits.

Qualifications & experience:

• You have a bachelors or Masters degree; Dutch law qualified (corporate law) legal counsel and experience with financial institutions is a pre.
• You have solid expertise with boards and senior management in an international financial services and/or corporate environment.
• Effective and professional business writing skills.
• You have proficiency using the Microsoft Office Suite (Word Excel PowerPoint).
• You have complex problem solving and critical thinking skills.
• You have excellent communication and interpersonal skills able to interact effectively and with board members stakeholders and regulators.
• You are organized and able to keep track of many tasks at one time. Able to prioritize work according to deadlines.
• You have availability and willingness to travel occasionally for business.
• Strong attention to detail high integrity discretion and sound judgment. Strategic and pragmatic. Proactive hands-on and solutions oriented.
• Fluent in Dutch and English.

Our Benefits

Your well being is of paramount importance to us and central to our success. We provide a range of benefits training and education support and flexible working arrangements to help you achieve success in your career while balancing personal needs. Ask us about specific benefits in your location.

We embrace diversity prioritizing the hiring of people from diverse backgrounds. Our inclusive culture is a source of pride and strength fostering innovation and mutual respect.

Citco welcomes and encourages applications from people with disabilities. Accommodations are available upon request for candidates taking part in all aspects of the selection.