HSBC Group

Managing Director

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The Corporate Governance & Secretariat (“CG&S”) function leads, develops and manages corporate governance throughout the Group.  As principal advisor to the boards of directors on corporate governance matters, the team also holds responsibility for establishing and managing stock exchange listings; directing and managing shareholder meetings and equity raisings, and representing Group interests in the development of laws and regulations. 

We are currently seeking a high caliber professional to join our team as Regional Company Secretary and Head of Corporate Governance, Asia-Pacific.

Role Purpose:

The Corporate Governance & Secretariat function (CG&S) serves as principal adviser to boards of directors on corporate governance matters and leads and implements a world-class corporate governance practice throughout the Group.  The CG&S function consists of c.280 FTE across 25 countries. It is led globally by the Group Company Secretary & Chief Governance Officer who reports directly to the Group Chairman. 

Reporting to the Group Company Secretary & Chief Governance Officer, and on an entity basis to The Hongkong and Shanghai Banking Corporation Limited (HBAP) Non-executive Chair and Co-Chief Executives (Co-CEOs), this role has accountability for the corporate governance of HBAP. The role holder also leads the CG&S function within the Asia Pacific (ASP) region (c. 90 FTE) and ensures that effective company secretarial support and advice is provided to Group companies through an appropriate and consistent application of the Group’s Subsidiary Accountability Framework (SAF). 

As a respected and highly professional Company Secretary, the role holder is a member of the senior leadership team of the CG&S function (the “Global CG&S Exco”), contributing to the development, formulation, and communication and consistency of strategic and operational objectives for the function.  The role holder is also a member of the ASP senior leadership team and attends other senior executive forums to ensure connectivity with global businesses and functions. The role holder chairs the ASP regional CG&S Exco. 

The role holder must demonstrate exemplary leadership skills prospering in periods of uncertainty and ambiguity. The role holder must be effective in influencing, leading and navigating change with high levels of emotional intelligence. The role holder must be resilient with the innate ability to manage and recover from setbacks. 

The role holder is one of the two designated Authorised Representatives to the Hong Kong exchange in respect of the HSBC Group’s Hong Kong listing. As such, the role holder is the first point of contact for the Exchange for any material or urgent questions concerning announcements, trading activity or other matters. 

The role holder is the Company Secretary of HBAP and advises the board of directors, through the Chairman, Co-CEOs and chairs of board committees on all corporate governance matters. The role holder is responsible for proactive, direct and close liaison with the non-executive Chairman of the HBAP Board, the Co-CEO’s, non-Executive Directors (NEDs) and other senior executive stakeholders on the HBAP ExCo. This includes: 

• guidance and advice to HBAP directors and Exco members;
• ensuring compliance with Hong Kong Monetary Authority (HKMA) expectations on corporate governance (CG-I); 
• driving high standards of CG&S service delivery through forward planning, scheduling, and review of relevant materials submitted to the boards, board Committees (Risk, Audit, Nomination and Remuneration) and the HBAP ExCo and production of accurate and complete meeting minutes;
• day-to-day support for NEDs, including onboarding and training requirements;
• planning agendas, logistics and content for director offsites, strategy days, training days and other events attended by HBAP NEDs;
• responding to regulatory and other requests, second line reviews and internal audits to the extent these relate to CG&S or HBAP board governance;
• tracking, influencing and acting upon changes in legislation, regulation and guidance in relation to the HBAP board and individual director duties and responsibilities;

In relation to the CG&S teams in ASP the role holder:

• has line management responsibility for the CG&S heads in each of the principal sites in ASP;
• chairs the regional CG&S Exco and leads and directs the teams to deliver the highest standards of CG&S advice, guidance and services to subsidiary boards of directors and senior management and compliance with the Group’s SAF;
• uses well-developed communication skills to deliver key strategies and messages and lead offsites to multiple teams operating both within and outside Hong Kong (including Hang Seng Bank);
• leads the development of talent within the regional teams;
• acts as a role model of the HSBC values and business principles to create an inclusive and engaging culture where people are valued for who they are and what they contribute.

Principal Accountabilities: Key activities

HBAP Corporate governance

• Key adviser to the Board Chair, Co-CEOs and NEDs
• Efficient and professional delivery of the HBAP governance operation rhythm aligned with Group governance cycle
• Strong relationships with key director, Exco and other senior stakeholders
• High quality company records
• Advising on practical application of the SAF, statutory/regulatory requirements and corporate governance best practice

Customers / Stakeholders

• Positive influential relationship with Chairs, NEDs and advisors
• Effective relationships with core internal stakeholders, colleagues in the function and senior executives
• Positive and constructive relationships with the HKMA and other Hong Kong regulators

Leadership & Teamwork

• Lead the CG&S function within the ASP region.
• Active role in the leadership of the global function.
• Maintain and develop positive and professional working relationships with senior business managers in the region.
• Robust performance management.
• Succession planning.
• Development of team members’ professional and personal skills and capabilities.
• Promote staff engagement.
• Collaborative and effective relationships that result in the sharing of company secretarial / governance knowledge and best practices.
• Effective escalation and cascade of information to and from the  regional, country and global CG&S teams.

Knowledge & Experience

• Qualified company secretary or lawyer with broad corporate governance experience being a trusted adviser to boards of directors and senior stakeholders in a high profile, international and complex organisation
• Hong Kong regulatory experience/awareness, including stock exchange listing obligations, is highly desirable
• Strong understanding of legal entity corporate governance obligations and ability to effectively navigate complex organisations
• Financial services experience essential
• Understanding of the wider HSBC Group context and strategies within which the role operates
• Proven strong leadership, management, decision-making and communication skills
• Proven ability to effectively manage change
• Proven ability to develop and maintain strong relationships at a senior leadership level
• Excellent analysis, design and problem-solving skills
• Able to deal with and constructively resolve conflicting views and where necessary, escalate to senior management in a clear and succinct manner
• Able to understand and consolidate diverse and complex business information and identify / mitigate issues
• Provide effective representation of requirements across a multitude of business and change initiatives
• Ability to deal effectively with ambiguity, complex matrix environment and multiple stakeholders
• Ability to look at the bigger picture as well as have a keen eye for detail

The chosen candidate for this role will be required to undergo enhanced vetting. Subject to local laws, this will require the individual to satisfactorily pass a series of additional checks as part of the recruitment process and on an ongoing basis, if appointed to the role. HSBC Group reserves its position with regards to any steps which it may take in relation to any material adverse findings which arise either when the checks are originally completed, and/or if relevant, on an ongoing basis. For more information about the enhanced vetting for this role, please contact the recruiter for this role.

When applying, please submit a full resume and attach your appraisal reports for the last two performance years. Your local internal application policy should be followed. For internal applicants in Hong Kong with less than twelve months in their current role, please also obtain and enclose the endorsement from your current line manager in the application as well; for more information, you can visit HRDirect and search for content "HKG: Do I need any approval to look for internal career opportunities?".

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Issued by The Hong Kong and Shanghai Banking Corporation Limited.