Company Secretary
We would like to invite applications for the following part\-time, permanent contract role:
IWA Company Secretary – Clontarf Nationwide
*IWA is committed to promoting, maintaining, and adding to our diverse and inclusive work environment.*
Irish Wheelchair Association (IWA)
Established in 1960, IWA and its 20,000 members envision an Ireland where people with disabilities enjoy equal rights, choices, and opportunities in how they live their lives, and where our country is a model worldwide for a truly inclusive society.
The Opportunity
Irish Wheelchair Association is hiring a Company Secretary and is seeking applications from suitably qualified and experienced candidates that wish to be a part of an organisation with purpose, one that makes a positive difference in society. IWA delivers more than 2,000,000 hours of services per annum to approximately 4,000 individuals each week in more than 60 IWA locations and within individual homes. IWA is a member\-led Section 39 voluntary organisation operating across all 26 counties of Ireland, with annual funding of approximately €80 million provided by multiple funding bodies. The organisation operates within a complex and dynamic environment, engaging with a wide range of funders, regulatory authorities, and governance frameworks.
The Company Secretary is the principal governance professional within IWA ensuring that the organisation meets its statutory obligations with the highest standards of corporate governance and regulatory compliance whilst promoting a culture of transparency, accountability, and continuous improvement. The Company Secretary serves as a trusted advisor and strategic support to the IWA Board and Senior Management Team and takes ownership of the diligent administration of the Board and its sub\-committees with the administrative support of colleagues.
IWA’s Strategic Plan 2026 – 2030 is focused on impact, with ambitious goals across Independence, Empowerment, Accessibility, Mobility and Sport. Through our advocacy, services, programmes and supports, we will work to deliver on these ambitions while strengthening the people, systems and financial and organisational resilience that underpin our work.
IWA has been recognised as one of the Best Workplaces in Ireland by the Sunday Independent, for the past four years, reflecting our commitment to creating a positive and supportive work environment for our dedicated staff.
Reporting Line
Operational Reporting Line: CEO
Functional Governance Reporting Line: Chairperson and Board
Key Duties Summary
Provide comprehensive corporate governance and administrative support and guidance to the Board of Directors.
Provide advice and support on other regulatory and corporate governance/compliance matters which may arise for the senior management team and lead where appropriate on the delivery of any requirements.
Ensure, in collaboration with the CEO, that the Board’s decisions and instructions are properly carried out and communicated.
Ensure, in collaboration with the senior management team, that the company complies with all relevant statutory and regulatory requirements.
Support the recruitment, induction, training and development of Board and Committee members
Proactively champion high standards of corporate governance and compliance within the Association.
Communicate with members, employees, and other stakeholders on behalf of the Association and Board as required e.g. notification of AGMs etc.
The Association may delegate governance and compliance duties to other directorates, with the Company Secretary retaining a support and advisory role in these areas.
The Company Secretary may delegate duties to other members of staff, via the CEO or another member of the Senior Management Team.
Main Duties and Responsibilities
Corporate Governance Advisory
Contribute strategically and provide advice and guidance on corporate governance matters to the Chairperson, Board, Committees, CEO and Senior Management Team.
Proactively champion the highest standards of corporate governance and compliance within the Association.
Co\-ordinating the scheduling of the annual Board and Committee calendar
Co\-ordinating the drafting of the annual Board and Committee work programme
Support and advise senior management team members on governance and compliance matters, including Approved Housing Body and National Governing Body governance and compliance.
Identify emerging governance, regulatory and legislative developments affecting the Association and advise on response.
Board Committee Meeting Support
Coordinate, schedule, attend and minute Board Committee meetings.
Ensure the efficient collation, preparation and distribution of Board Committee papers, draft minutes, matters arising, Board resolutions and finalising same. Collate and enter accurate data into system to facilitate Board decision making.
Advise Chairperson, Board, Committee, and senior management team members on governance\-related matters before, during and after meetings.
Maintain company secretarial precedents and advise of Board and Committee resolutions.
Board Recruitment, Induction and Training
Co\-ordinate Board and Committee member succession and rotation in support of the People, Culture Governance Committee
Ensure that Board and Committee members are correctly appointed and retired.
Co\-ordinate the annual skills matrix development in support of the People, Culture and Governance Committee.
Co\-ordinate Board recruitment initiatives in support of the People, Culture and Governance Committee.
Co\-ordinate and deliver the induction process for new Board and Committee members
Co\-ordinate the ongoing training and development programme for Board and Committee members
IWA Corporate Governance Framework
Co\-ordinate the annual Board Self\-Appraisal and follow\-up on identified action items.
Manage the triannual external Board Evaluation / Board Effectiveness review in line with recommendations under the Code of Practice for the Governance of State Bodies
Keep IWA Governance Manual under review and co\-ordinate the updating of same in line with internal review and external Board evaluation recommendations
Keep other governing documents including Constitution (Memorandum Articles of Association), Committee Terms of Reference, Branch Byelaws and Sports Clubs/Section standing orders under review and co\-ordinate the updating of same in line with Governance Codes and changes in legislation.
Company Secretarial Compliance
Maintain the statutory registers and minute books
Co\-ordinate meetings of members (Annual General Meetings and Extraordinary General Meetings) including correct issuing of statutory notices
Serve as returning officer for Board elections.
Ensure that statutory forms are completed and filed on time in the Companies Registration Office
Deliver to the Companies Registration Office copies of resolutions passed by the company
Supply a copy of the company’s financial statements to every member of the company, every debenture holder and every person who is entitled to receive notice of general meetings
Keep or arrange for the keeping of minutes of Directors’ meetings and general meetings
Ensure that those entitled to do so may inspect company records
Maintain custody of the company seal
Ensure that company complies with its obligation to publish its name
Ensure that particulars relating to Directors are shown on all business letters of the company.
Ensuring compliance with the IWA Constitution and managing the process to amend the Constitution as required.
Regulatory Compliance
General
Maintain the internal Register of Interests for Board members and senior management team members, including the collection of annual declaration of interests.
Managing, filing, proof\-reading, and drafting documents and responses to legal regulatory queries.
Support or lead on management response to audit by funders or regulators, as required.
Maintaining the internal Register of Beneficial Owners and filing any changes with the RBO.
Serve as the authorised person for receipt of protected disclosures and ensure reporting on same.
Charity Governance Compliance
Ensure that statutory forms are completed and filed on time with the Charities Regulator.
Keep the Charity Governance Code Compliance Record under review and updated according to changes and agreed actions.
HSE Governance Compliance
Prepare the HSE Annual Compliance Statement in collaboration with the SMT.
Administrative Support
Receive correspondence addressed to the Association or the Board, and act on it accordingly.
Serve as a link to members of the Association in their communication to the Board and respond to member queries related to governance matters and their role as members of the Association.
Co\-ordinate execution of legal agreements, sealing of documents and maintaining register of sealed documents and documents for ratification by the Board.
Respond to requests from other directorates for company secretarial and corporate information.
Carry out other duties and/or responsibilities which may be assigned to them from time to time by the CEO and/or the Chairperson.
PERSON SPECIFICATION
Training, Experience, and Qualifications
Essential
Degree in Law, Governance, Business, Corporate Compliance, or related discipline.
Demonstrable experience supporting Boards and Committees, particularly voluntary, association Boards
5\+ years of relevant governance, company secretarial, legal, compliance, or Board support experience.
Desirable
Previous experience as Company Secretary, Deputy Company Secretary or similar role.
Chartered Governance Institute qualification (CGI/formerly ICSA).
Company Secretarial professional qualification.
Certified Compliance Professional qualifi
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