The Role of Company Secretary

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Phoenix
Company Secretary Role Description
1. Opportunity
Phoenix invites expressions of interest in the role of Company Secretary.
Phoenix provides a popular programme of world cinema, digital arts, courses and community
activities in Leicester that engages approximately 187,000 people a year.
Phoenix is a registered charity and company limited by guarantee that receives significant public
funding. Its stakeholders include Leicester City Council, De Montfort University and Arts Council
England.
Phoenix aims for excellence standards of governance that are appropriate to its operating
context and resources. The board comprises 7 independent volunteer Trustees and 4 nominees.
We are interested to hear from individuals or organisations interested in fulfilling the role on a
voluntary or pro bono basis following the retirement of our current Company Secretary.
2. About Phoenix
Phoenix is a charity (formed in 1988) specialising in world cinema, digital arts and education
relating to film and digital media.
Phoenix provides a popular programme of world cinema, digital arts, courses and community
activities in Leicester that engages approximately 200,000. The cafe is a hub for people who live
and work in city as well as cinema and gallery visitors. Many businesses and community
organisations enjoy the stimulating contemporary environment for conferencing, training,
networking and social events.
Phoenix is a high profile and rapidly developing cultural organisation whose stakeholders
include Leicester City Council, De Montfort University and Arts Council England. It is a relatively
small charity with a turnover of £1.7 million.
3. Governance Context
Phoenix is the trading name of Leicester Arts Centre Ltd., a registered charity and company
limited by guarantee (company registration 2276987, charity registration 701078). Phoenix has
a trading subsidiary called Firebird Trading Ltd., to separate café and conferencing activity from
the primary purpose of the charity. Phoenix operates within the regulatory frameworks for
companies and charities.
Phoenix receives public funding from local authorities and other public bodies. Its stakeholders
include Leicester City Council, De Montfort University and Arts Council England.
Phoenix aims for excellence standards of governance that are appropriate to its operating
context and resources.
The Board of Trustees comprises:
 4 stakeholder nominees
 7 independent Trustees
 2 stakeholder observers
 1 company secretary
Sub groups include:
 Finance & Audit Committee
 Firebird Board (3 independent directors and 1 executive director).
Phoenix
Company Secretary Role Description
Phoenix recently modernised its memorandum and articles of association.
4. The Role and Benefits of a Phoenix Board Member
All independent Trustees and Directors are volunteers. Apart from making an important
contribution to Leicester’s cultural offer, and the development of people and the local economy;
the role of Phoenix Trustee offers new and interesting governance challenges.
Board members also widen their professional contacts and are encouraged to engage in, and be
advocates for the Phoenix cultural programme. The role of board member is equivalent to a
public appointment with the responsibilities and kudos that implies.
Phoenix is lively, friendly and collaborative in style and organisational culture.
The charity and subsidiary boards meet every two months in the evenings at Phoenix Square.
5. The Role of Company Secretary
The role can be fulfilled by an individual volunteer or member(s) of a professional services
company on a pro bono basis. In the latter situation, parts of elements of the role may provide
suitable training opportunities for junior staff.
The Company Secretary is a board appointment and key relationships include:

Chair, Vice Chair and Chief Executive in the organisation of the board business agenda

Trustees and directors in board meetings.
Essential Responsibilities
Skills, Knowledge & Personal Qualities
Ensuring statutory registers are Excellent knowledge and experience in filing all types of
maintained at Companies House statutory reports for directors, Trustees, registered
and Charities Commission.
charities and companies.
Diligence and accuracy in filing returns.
Keeping up-to-date with changes in statutory reporting.
Supporting the Chair
organisation of the
business agenda.
in the Knowledge of relevant governance procedures and best
board’s practice in organising board meetings and AGMs.
Excellent organisation & written communication.
Ability to issue all formal notices as required.
Ability to draft and/or advise us on formal resolutions.
Recording board meetings and Ability to record meetings and produce formal minutes
other board records.
that are succinct, accurate and tactful.
Knowledge and ability to develop and maintain other
essential board reports such as the register of interests.
Integrity
in
maintaining
confidential
records
and
Phoenix
Company Secretary Role Description
information.
6. Desirable Contribution
Phoenix is committed to continuously improve its governance. We would welcome input from a
Company Secretary that could:
1) Keep up to date with changes in the regulatory environment for charity and company
governance and advise us on appropriate improvements and changes for Phoenix.
2) Advise and support us in developing best practice in governance, including selfassessment and relevant codes of conduct and best practice.
7. Application Process
Whilst we have an essential role to fill with the requisite knowledge, skills and experience, we
are open to exploratory conversations on how this might be fulfilled on a voluntary or pro bono
basis. We are also interested in exploring the desirable wider contribution to our governance is
outlined above.
Our Chief Executive would welcome approaches by individuals or organisations who are
interested in fulfilling this important role.
For informal discussions please contact:
John Rance
Chief Executive Officer
john.rance@phoenix.org.uk
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