Global Head of Corporate Secretarial & Administration Services

Reporting to the General Counsel of State Street, Global Head of Corporate Secretarial and Administration Services will be responsible for managing and executing the responsibilities of the Corporate Secretary Office, leading the team that supports the Board of Directors of both State Street Corporation and State Street Bank and Trust Company and corporate governance throughout State Street’s global footprint. This position will promote Board effectiveness by planning and executing all Board and Committee meetings and activities, advising agendas and curating  materials, preparing and maintaining governance documents and records, identifying and preparing Management attendees at meetings, managing and administering logistical planning and issues, executing a Director orientation and continuing education program, counseling communications and interactions between Management and the Board and maintaining industry-standard governance best practices.

This position will be responsible for executing our governance practices across Board, Legal Entity and Management Committees ensuring effective interactions, escalations and on-going governance and administration.

The successful candidate will be a strategic business partner and advisor to Management and the Board, ensuring clear communication and the smooth functioning of the corporate governance processes. He or she will play a visible and strategic role for the corporation and will exhibit strong leadership, effectively motivating the team, driving cross-enterprise collaboration and efficiency, and driving results.

KEY RESPONSIBILITIES

Board management and Administration, Corporate governance, and compliance

• Lead development of agendas (including forward calendars and agendas) for Board and Committee meetings, curate Board materials to ensure content is complete, concise, and synthesized.
• Ensure consistent practices across Board Committees and compliance with governance formalities.
• Provide advice and training for Management presentations to Directors.
• Prepare, update and maintain governance documents (e.g., minutes, Committee charters, policies, and corporate governance guidelines), guided by industry best practices and regulatory expectations/standards.
• Curate the  Board education program, including Board and Committee onboarding, as well as continuing education on developing issues for a GSIB board.
• Conduct and support, as appropriate, governance processes (e.g., written consents, new Director independence assessments, related party transactions, Director and Committee evaluations and D&O questionnaires).
• Develop, improve, and maintain use of communications technology for the Board.
• Coordinate, including logistics, Director engagements with each other and with Management, including Board/Committee meetings, Board off-sites, Director site visits, Director Town Halls and 1:1 meetings with Management.
• Develop continuing education plans for Corp Secretary staff, including use of best practices and participation in industry groups.

STAKEHOLDER RELATIONS

• Manage and conduct Annual Meetings of Shareholders.
• Prepare and file Annual Meeting proxy statement with SEC and continue to evolve document consistent with industry practices; prepare and manage responses to related shareholder proposals
• Manage production of board materials to regulators; prepare and execute corporate filings with regulators (e.g., State annual reports, NYSE filings).
• Manage and file Director/Management Section 16 forms with the SEC; manage and administer Securities Trading Policy and 10b5-1 trading plans
• Serve as the primary point of contact for shareholder inquiries and communications.
• Participate in shareholder outreach engagements and activities.
• Manage relationships with governance vendors (e.g., shareholder solicitors).
• Maintain up to date knowledge of corporate governance best practices and regulatory requirements.

LEGAL ENTITY AND MANAGEMENT GOVERNANCE 

• Develop consistent governance strategies for subsidiary boards within the State Street group and ensure organizational structure maximizes cohesion and effectiveness.
• Develop and maintain organizational governance processes for subsidiaries including charters, escalations, composition structures, authorized signatories, required meeting frequency, and other related matters.
• Consider, support and  implement best practice for administration of the Legal Entity Oversight Committee (LEOC) and other gatekeeping functions for subsidiaries.
• Develop “best practice” guidelines for overall governance, membership, terms of reference, voting, agendas, minutes to ensure consistency in governance practices.

Preferred Qual