Job Description Group Head of Governance Job Details Job Title: Group Head of Governance Service Area: Governance/Corporate Services Responsible to: Director of Corporate Services Responsible for: Governance & Risk Manager and Team Band: tbc Hours of Duty: 36 per week in accordance with the Flexible Working Hours Scheme and Agile culture. The incumbent is expected to carry out evening, weekend and Bank Holiday work, based on the exigencies of the Service. Job Purpose To act as Group Company Secretary for the Group (including subsidiary organisations) ensuring that all duties as required by the rules of the Group, the Homes and Communities Agency, Registrar of Industrial and Provident Societies, and Companies House are carried out effectively. Responsibility for sound governance of the Company and for the guidance of the Board in the execution of tasks required. To ensure that good governance procedures are in place and an appropriate framework of Standing Orders is developed and maintained for the Group in order to support delivery of Group Corporate Plans. To advise the Board and Senior Management Team of legal implications of policies, and on all statutory and constitutional requirements. To actively and effectively contribute to the Senior Management Team in driving forward the organisation in meeting strategic objectives in alignment with the Executive Team. To ensure excellent administrative and company secretarial support services to the Board and its Committees and subsidiaries is provided. To ensure the company secretarial function is executed for City West Housing Trust and any subsidiaries, ensuring that all duties as required by the constitutions of City West and any subsidiaries, and that the regulatory requirements of the Homes and Communities Agency, Charities commission and Financial Services Authority [for CWHT] and Companies House [if required] are carried out effectively. Author: Paul Carhart Date created: March 2014 Date reviewed Key Responsibilities 1. Work with the Executive Team to ensure that the Board remains aware of changes and developments in corporate governance, good practice, regulation and legislation and that those are communicated to the Board, enabling it to make informed decisions. Ensure any resulting recommendations are implemented. Liaison with the organisation’s legal advisors, as required. 2. Interpret existing and proposed legislation as it affects all issues relevant to area(s) of responsibility and report to the Executive Team on possible effects and solutions. 3. Advise on constitutional issues and ensure committee procedure, terms of reference and delegation of the Group’s rules are adhered to ensuring that any changes in the regulations, legislation and governance framework under which the Group operates are briefed and recommended to the Board in order to make informed decisions and implement, including liaison with Legal Advisors on related matters. 4. Responsible for the arrangement and management of the process of the Annual General Meeting of City West and establishing, with the Board’s agreement, the items to be considered, including drafting necessary resolutions and including the completion of the Statement of the Board to be published in the annual accounts. 5. To manage and co-ordinate a Group Governance Review including the development and review of business plans to support the payment of Board Members. 6. To ensure that all Members of the Groups Boards and Executive Team comply with all aspects of governance as prescribed in the rules, group governance document and delegatory framework ensuring these documents are updated in accordance with the expanding Group. 7. Assisting in the annual compilation of the Group’s compliance with regulatory reports, e.g., internal controls assurance, self-assessment etc. Responsible for informing all statutory authorities of any significant changes in the company’s structure in management. 8. Ensure the timely and accurate completion of all relevant Statutory Documentation including annual returns and ensure that all Statutory, Board and Shareholder registers are maintained and managed effectively. 9. Support the implementation of the Board’s appraisal and development programme and develop services for Board Members that enable them to carry out their duties effectively, ensuring the competencies required for effective governance are identified, developed and maintained. 10. To facilitate the induction of new Board Members into the Business and provide clear information on their roles and responsibilities. 11. To liaise with the Assistant Director of ICT on all matters relating to Data Protection compliance. Contribute to the development of the Company’s Risk Management Strategy Framework and ensure the implementation of effective controls. 12. Liaison with HCA, National Housing Federation, All Boards and Committees, Legal Advisors, external consultants, internal & external auditors 13. Ensure that arrangements are in place for the safe custody and application of the common seal in full accordance with the Standing Orders. 14. Ensuring regular access to our Legal Professionals and effective monitoring of legal advice through the organisations Consultants framework Author: Paul Carhart Date created: March 2014 Date reviewed To ensure that the internal Audit process is monitored on a regular basis to ensure it remains effective and to liaise with heads of service to ensure they are compliant to the processes. Leadership Responsibilities 1. The Group Head of Governance has responsibility for the Governance & Risk Manager and team. 2. To support the Director of Corporate Services on all matters relating to Group Governance. 3. To work in supporting Directors and senior managers to articulate the future vision of City West and to ensure the successful implementation of operational and strategic plans. 4. To ensure that all appropriate financial, operational and strategic objectives are delivered within agreed timeframes and meet customer expectations of service. 5. To be committed to City West’s values and actively promote these behaviours in all relationships, to promote a culture consistent with City West’s values. 6. Responsible for managing and directing the use of resources effectively and efficiently to deliver team objectives, conscious of the financial implications of these decisions 7. Ensure that individual and divisional objectives are aligned to meet the needs of the organisation and monitor the performance against objectives. 8. Actively promote team working within own department and across City West, to meet operational and corporate objectives. 9. Ensure that the team demonstrates a high level of knowledge within the functional area and ensure that the team delivers a high standard of performance. 10. Committed to City West values and actively promote these values within the team, as well as motivating others to demonstrate behaviours in working to common purposes and objectives (as above). 11. Involve all individuals within the team to gain ownership, support and commitment to meeting objectives. 12. Set clear expectations of all individuals and discuss performance and development on a regular basis, to motivate and enhance performance and to meet customer expectations. 13. Monitor and manage sickness absence within the team in accordance with City West’s Attendance Management Policy. 14. Ensure departmental health and safety procedures are in place and adhered to, in order to comply with City West’s Safety Policy and Procedures and associated Safety Standard requirements. 15. Ensure that all employees within their area of the business understand their legal responsibility and individual level of accountability with regard to health and safety. Author: Paul Carhart Date created: March 2014 Date reviewed General Responsibilities 1. This job description is current at the date shown, but in consultation with you, it is liable to variation by management to reflect or anticipate changes in or to the job. It is expected the post-holder will when required undertake other duties commensurate with the post and salary grading if required, subject to any reasonable adjustments under the Disability Discrimination Act 1996. 2. City West has defined standards of performance to meet external and internal customer requirements. All staff are expected as part of their day to day job role to meet and where possible exceed customer expectations of service and seek value for money in all aspects of their work. 3. City West each year sets out its corporate and service plans that detail projects and initiatives to achieve its objectives. All employees will contribute to these plans by their particular skills and attitudes. Employees are also encouraged to seek out new ways of improving services and working practices which can be implemented as part of our service operations 4. Diversity, Respect and Equal Opportunities are key aspects of our Values. The company expects employees to work within the Company’s Equal Opportunities Policy, Customer Service and Performance Policies ensuring that these are complied with throughout all activities within the scope of this role to ensure the highest standards of customer care. All job holders need to work in a way that reflects the company’s Values. 5. The above duties may involve having access to information of a confidential nature that may be covered by the Data Protection Act, be commercially sensitive or relate to client information. In such circumstances confidentiality must be maintained at all times in accordance with the company’s policies. If you are unclear at any time, refer the matter to your manager. 6. The Health, safety and welfare of anyone working with City West and those we work with are of vital importance to the company. 7. Our Board approved a Health and Safety Policy and Statement and the structure of regular meetings will ensure the right resources and training are provided, that people understand their responsibilities for services and each other, and that high standards of health and safety are delivered, monitored and regularly reviewed. 8. Participate in the selection of key staff for your department and administer disciplinary and grievance matters as the role requires. 9. Undertake all reasonable training activity designed to support you in your role. Author: Paul Carhart Date created: March 2014 Date reviewed Person Specification Criteria Essential How assessed Desirable How assessed Assessment key: I = Interview T = Test/Assessment AF = Application Form QC = Qualification Certificate Education and Qualifications Related degree, recognised legal qualification and / or experience of governance in the housing sector Evidence of personal development both professionally and managerially Knowledge and Experience QC QC ICSA QC AF / I Knowledge of corporate governance legislation and best practice. AF / I Understanding of the roles and relationships between the Board, Chair, Chief Executive, and Executive Directors. AF / I Demonstrable Company Secretary experience. AF/I Knowledge of legal and compliance requirements pertaining to City West and any subsidiaries as may be appropriate. Management qualification Knowledge of the Social Housing Regulatory Environment – including HCA and FSA AF / I AF / I Recent, successful and relative experience of working in a senior governance or internal audit role. Author: Paul Carhart Date created: March 2014 Date reviewed AF / I Experience of dealing effectively with governance and business conduct issues. People management – including effectively managing and motivating staff and the ability to manage relationships with external advisors effectively. AF / I Experience of working in an organisation under public and political scrutiny. AF / I Budget Management AF / I AF / I AF / I Experience of working with different internal and external stakeholders and across boundaries. Personal qualities Personal Integrity. AF / I Ability to work under pressure to demanding timetables. AF / I Confidence in liaising with senior figures AF/I Good political awareness AF / I Strong attention to detail. AF / I Team player with skills to develop collaborative relationships. Ability to establish effective working relationships and to quickly gain the confidence of others. Able to work flexibly e.g.; in evenings and occasional weekends to attend Board and Shareholder meetings or events. Author: Paul Carhart AF / I AF / I Date created: March 2014 Date reviewed AF / I Skills Highly developed communication, interpersonal and facilitation skills, with ability to gain and sustain credibility with Board, Chairperson, and Executive Directors. I Effective interpersonal and influencing skills. I Able to analyse information and present wellreasoned and structured arguments orally and in writing. I/T Good presentation skills. Ability to explain complex matters to non-experts. I I Where the post holder is disabled, every effort will be made to supply all necessary aids, adaptations or equipment to allow them to carry out all the duties of the job. If, however, a certain task proves to be unachievable, job redesign will be fully considered. Author: Paul Carhart Date created: March 2014 Date reviewed