Deputy Group Counsel/Deputy Company Secretary
MDY Legal is a multidisciplinary law firm providing legal advisory and governance services with a focus on international development. MDY Legal provides its legal and governance services to a wide variety of public private, and third sector clients in the international development sector. This includes the Private Infrastructure Development Group a high profile international development programme funded by international aid agencies in the infrastructure sector www.pidg.org.
Main Purpose of Role
The Deputy Group Counsel/Deputy Company Secretary will work in MDY’s legal and governance team.
The Deputy Group Counsel/Deputy Company Secretary’s responsibilities will include:
· four days per week working from the offices of PIDG Ltd in Bevis Marks, London to support Diane Harris as the General Counsel/Company Secretary of PIDG Ltd with the provision of company secretarial and/or corporate secretariat and legal services to PIDG Ltd and other companies in the PIDG Group (including but not limited to The Emerging Africa Infrastructure Fund Ltd, GuarantCo Ltd, InfraCo Africa Ltd, InfraCo Africa Investment Ltd, InfraCo Asia Development Pte Ltd, InfraCo Asia Investments Ltd, ICF Debt Pool LLP and Green Africa Power LLP);
· one day each week at MDY Legal’s offices in Temple Chambers on other legal and governance work and business development for the firm.
The ideal Deputy Group Counsel/Deputy Company Secretary will be able to work independently whilst reporting to the General Counsel/Company Secretary and have a genuine interest in the International Development Sector. The Deputy Group Counsel/Deputy Company Secretary may be invited to transfer to the employment of PIDG Ltd after a minimum period of 12 months in the role.
The Deputy Group Counsel/Deputy Company Secretary will work closely with all current providers of legal and company secretarial services to the various companies within the PIDG group in all relevant jurisdictions to ensure the effective implementation of “One PIDG” across the whole PIDG group.
1. Supporting, and where appropriate deputising for the General Counsel/Company Secretary of PIDG Ltd including:
· liaising with board and committee members as required;
· organising and preparing agendas and papers for board meetings, committee meetings and annual general meetings (AGMs);
· taking minutes, drafting resolutions, and lodging required forms and annual returns with Companies House;
· following up on actions from meetings;
· overseeing terms of reference for boards and committees, making sure they are kept up to date and are referred to the appropriate committee for approval;
· maintaining statutory books, including registers of members, directors and secretaries;
· maintaining a register of interests for the PIDG group of companies for the effective management of conflicts of interest
· dealing with correspondence, collating information and writing reports, ensuring decisions made are communicated to the relevant company stakeholders;
· contributing to meeting discussions as and when required, and advising other members of the PIDG Ltd team of the implications of proposed policies;
· monitoring changes in relevant legislation and the regulatory environment and suggesting appropriate action to the Board of PIDG Ltd;
· liaising with external regulators and advisers, such as other lawyers and auditors;
· developing and overseeing the systems that ensure PIDG Ltd complies with all applicable codes, in addition to its legal and statutory requirements;
· ensuring that PIDG group practices are consistent with corporate governance best practice;
· coordinating board meetings and other meetings of other PIDG companies (currently The Emerging Africa Infrastructure Fund Ltd, GuarantCo Ltd, InfraCo Africa Ltd, InfraCo Africa Investment Ltd, InfraCo Asia Development Pte Ltd, InfraCo Asia Investments Ltd, ICF Debt Pool LLP, Green Africa Power LLP) (including organising and preparing/reviewing agendas and papers)
· acting as the group liaison with all company secretaries of record in the various jurisdictions and helping to ensure all PIDG companies are operating as “One PIDG”.
The Deputy Group Counsel/Deputy Company Secretary will work closely with all current providers of company secretarial services to the various companies within the PIDG group in all relevant jurisdictions to ensure the effective implementation of “One PIDG” across the whole PIDG group.
2. General Legal Services:
· negotiating, writing and executing agreements and contracts on behalf of the company;
· reviewing PIDG funding arrangements;
· reviewing TAF grants;
· offering counsel on a variety of legal issues, including corporate governance framework for the company;
· advising executives within the company;
· working alongside other departments within the company;
· advising on contract status, legal risks, and the legal liabilities associated with different transactions at PIDG Ltd level;
· researching and anticipating unique legal issues that could impact the company;
· reviewing advertising, marketing and communications materials to ensure that they are in compliance with legal requirements;
· ensuring compliance with the General Data Protection Regulation ((EU) 2016/679) (GDPR) and assistance with the effective management of data protection across the PIDG group
· providing training to the company on legal topics;
· provide strategic legal advice to senior management to manage regulatory affairs, corporate governance and risk management matters.
· interface with and manage external law firms as and when required (particularly in relation to procurement and employment issues);
· setting up legal panel for PIDG Ltd;
· participate in the development and operationalisation of corporate policies, procedures and programmes;
· Recruiting senior executives, drafting service agreements, advising on secondments and terminations;
· advising on performance evaluations and management; and
· reviewing and amending employment contracts and consultancy contracts, HR policies and staff handbooks to ensure they are comprehensive, up to date and compliant with current employment law and best practice.
Many of the PIDG companies operate on an international platform. This means that legal issues have multiple dimensions: a strategic level, a cross-border level and a local dimension on the ground.
The Deputy Group Counsel/Deputy Company Secretary will work closely with all current providers of legal services to the various companies within the PIDG group in all relevant jurisdictions to ensure the effective implementation of “One PIDG” across the whole PIDG group.
MDY Legal and governance services
· Contributing to the promotion of MDY’s legal and governance services.
- Assisting with the identification of new business opportunities and the preparation of bids/tenders for new business.
Skills and Experience
- A minimum of 5 years’ post-qualification experience of corporate law (mainly non-contentious)
- Significant company secretarial experience
- Significant in-house counsel or private practice experience that can cross a range of disciplines (including experience of company/commercial work) and market sectors including private sector, public sector, third sector and infrastructure (desirable)
- Good client and stakeholder relationship building skills and effective communication with clients, project teams and business managers
- Commercially aware, strong team player, effective management skills, versatile
- Ability to communicate and work well with people at all levels
- Attention to detail and a well organised approach to work
- Ability to work with numerical information, plus analytical and problem-solving skills
- Diplomatic approach and the confidence to liaise with high profile company staff and board members
- Integrity and discretion when handling confidential information
- Graduate or a Masters degree in law, or equivalent experience.
Temp/Perm: Permanent Employee or Contractor
Full/Part-time: Full or Part time
Reporting to: Diane Harris (Partner) and PIDG Ltd
Please email all applications to Recruitmentgroup@mdy.co.uk. The deadline for applications is 5pm BST on 15th April 2018.