HSBC Group

Department Profile:

The Corporate Governance & Secretariat function (CG&S) serves as principal advisor to boards of directors on corporate governance matters, and leads and implements a world-class corporate governance practice throughout the entities with the provision of end-to-end corporate governance advice.

Principal Accountabilities:

·         Lead on all Company Secretarial activities for HSBC Japan Entities.

·         Advise the Board of Directors of HSBC Japan Entities, through the Chairman and, where appropriate, CEO/General Manager, on all corporate governance matters and provide direct support to the Board, Non-Executive Directors, its Committees and senior management.

·         To deliver the objectives of HSBC Japan Entities by ensuring that effective Company Secretarial support and advice is provided to the Company through an appropriate and consistent corporate governance framework.

·         Effective and timely communication of matters requiring consideration and decision to the Board of Directors or other country-level management committees.

·         Develop and maintain information flows to and within the Boards of Directors or other country-level management committees if so required and between senior management and Directors.

·         Prepare and present papers and memoranda to the Board of Directors or other country-level management committees if so required and communicate appropriate recommendations for action.

·         Prepare and submit documents to government regarding the corporate registration/filing for HSBC Japan Entities

·         Provide advice, guidance and support to the Board of Directors and ensure timely implementation of Board decisions on corporate actions.

·         Timely preparation of Minutes of meetings of the Board of Directors, Shareholders’ meetings and other country-level management committees if so required.

·         Provide timely and reliable advice to the Directors or other country-level management committees on their collective and individual responsibilities and assistance with the discharge of their statutory and regulatory obligations.

·         Provide timely advice and guidance to the Board of Directors or other country-level management committees on changes in legislation, regulation and best practice; Ensure the Board of Directors or other country-level management committees follow, and comply with, best practice.

·         Prepare letter of delegation and other internal documents regarding the authorization within HSBC Japan Entities

·         Introduce tailored induction programmes for new Directors, and arrange development activities as appropriate.

·         Ensure the early reporting/escalation of company secretarial/ corporate governance issues and risks.

·         Contribute to the development and implementation of corporate governance frameworks and best practice in accordance with Group standards.

·         Ensure corporate seals of HSBC Japan Entities are kept safely and used in an appropriate manner.

·         Other miscellaneous general administration for HSBC Japan Entities if so required.

·         A minimum of 5 years relevant working experiences focusing on general corporate matters for Japanese corporates;

·         Qualification to legal practice (bengoshi) or judicial scrivener is preferred

·         Knowledge and insights on Company Act of Japan and corporate registration (tohki) practice

·         Native level Japanese as well as good writing skills in both English and fluent speaking English;

·         Detailed knowledge of the HSBC Group and a clear understanding of its corporate culture is desirable. 

·         Leadership, management and communication skills.

·         Lateral thinking/problem solving/creativity.

·         Communication and inter-personal skills including the maintenance and development of relationships with Directors and senior management