COMPANY SECRETARY

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Foreword from the Chief Executive

Many thanks for your interest in the role of Company Secretary with Changing Lives.

We are a national charity dedicated to supporting people with the most complex needs to make

meaningful and lasting improvements to their lives.

Externally, the environment in which we operate

continues to be challenging. Austerity is now in its eighth year and we see damaging and deepening

cuts to public services, the effects of which are seen through:

Increase in rough sleepers, Rough Sleeper Autumn 2018 survey1 in England reported an increase of 165% since 2010 in the number of people sleeping rough

on a single night.

Increasing number of women experiencing domestic abuse and sexual assault in

the UK.

These challenges, coupled with changes to the welfare system and Universal Credit, mean our services will be in demand more than ever.

We have grown in recent years and as part of our development we are looking at

specific skills we need to enable the Charity to continue to offer the life changing

services it does. This includes introducing the role of Company Secretary which is a

new role and presents an exciting challenge for the right person to be part of the

Directors group within Changing Lives.

We are a forward thinking organisation who are recognised on a local and national

level, with strong values and passionately believing that everyone deserves an equal

chance in life.

We have recently launched our new strategic plan which has four strategic

priorities:

Raising our Voice

Excellent Services

Collaboration

Diversity and Inclusion

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https://assets.publishing.service.gov.uk/government/uploads/system/uploads/attachment

_data/file/781567/Rough_Sleeping_Statistics_2018_release.pdf

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We are also embarking on a merger which will enable us to fully embed our services in

the Midlands and the North West of the country. For the right person, working

alongside some amazing staff, this unique role will be pivotal to ensuring this merger

and future opportunities that arise are a success.

Initially this post will report directly into the Chief Executive however this may be

subject to change.

People are at the heart of everything we do at Changing Lives. From those who use our

services to change their lives for the better, to the people who work here and support

them on that journey, to the volunteers who give up their time to work for a cause they

believe in and the supporters who fundraise tirelessly for us.

Every day, we are honoured and humbled to be part of this amazing network of like-

minded life changers. Working together, we tackle social exclusion in all forms and help

build better futures for individuals, for families and for communities. We are bold, we

are creative and we Change Lives.

This appointment is offered on a 0.6 FTE basis which equates to 22.2 hours per week,

the working hours of which are flexible and can be discussed and agreed with the

successful candidate.

We look forward to you joining our growing team.

Stephen Bell, Chief Executive

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About us

Changing Lives began as a soup run, known as the Tyneside Cyrenians, in 1970 (and

later, The Cyrenians). We were established in response to the immediate need of

rough sleepers after a large hostel in Newcastle burnt down. We have since become

‘Changing Lives’, delivering over 100 projects with approximately 530 staff which

support over 17,000 people annually.

Our pioneering work supports people to make positive, lasting changes in their lives.

We provide accommodation services for people experiencing homelessness, support

individuals and their families to recover from addiction, and we reach out into our

communities to engage those at the very edges of society – whether as a result of

rough sleeping, suffering from mental health problems, within the criminal justice

system or experiencing exploitation and violence.

Their situations are so far removed from mainstream society that people often

struggle to comprehend the severity of their situations and as a result they become

invisible. We know, however, that those who are hardest to see are most in need and

as a result, we engage with them through assertive outreach; building relationships

and trust, helping them to take positive steps toward healthy and fulfilling lives.

We aim to tackle the causes of social exclusion, not just the effects, so many of our

interventions are designed to address underlying issues, rather than just responding

to crises.

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Our Provision

Short and long-term housing for vulnerable people in housing need, including

emergency accommodation, Housing First solutions, semi-independent living units and independent tenancies.

Recovery services to help those in recovery from addiction.

Community outreach services for people with different needs, including those living on the streets, helping them re-engage with services and improve their life

skills.

Specialist services for women offenders/at risk of offending, offering holistic,

trauma-informed interventions designed to meet women’s specific and complex needs.

Support for women and men with experience of sex work/survival sex/sexual

exploitation, delivering specialist services, facilitating peer research and training

local agencies. Nationally we lead the field in this area.

Services for victims/survivors of domestic abuse, providing refuge, advocacy, move-on support and sanctuary schemes.

Specialist employment support to enable the people who use our services to move towards and into sustainable, meaningful employment.

Just as we did back in 1970, we continue to react to the needs of vulnerable people and

develop services to ensure these are met.

Our People

Our people are important to us and are at the heart of everything we do. We have a

strong, capable and committed workforce who work across our services to achieve the

charity’s aims.

We value and promote an inclusive workplace which recognises and celebrates

difference and supports our people to reach their full potential and grow with us.

We recognise the value of lived experience and are proud of achieving 20% of our

staff having used ours or similar services.

We are supported by a team of over 300 volunteers who bring a wide range of skills,

experiences and creativity to enrich the services we provide.

In 2018 alone, our volunteers gave over 30,000 hours in support of our work.

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Where we work

We are based in the North East. From our humble beginnings our reach has extended

to Yorkshire, North West and the Midlands as we continue to develop and grow our

services and seek opportunities for collaborative working.

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The role of Company Secretary

The Company Secretary will report directly to the Chief Executive and to the Board.

This is a new role and the Company Secretary will provide in-house legal support to

the Company. He/she will also be responsible for ensuring systems are in place to

ensure compliance with the legal and statutory duties of the organisation as a charity

and registered social landlord, as well as overseeing its smooth administration

The Company Secretary will ensure the Company is always run with good and

effective governance in place and being mindful of its charitable objects and public

benefit requirements.

Whilst working to the Chief Executive, the Company Secretary will play a key role in

supporting the Board of Trustees and providing them with assurance of compliance in

relation to the Company’s activities in accordance with its statutory and regulatory

requirements.

The Company Secretary will be asked to support the Company when legal advice is

required within its operations, and where necessary to manage the involvement of

external legal support to ensure an optimum outcome in terms of timely project

delivery and cost management.

This role within the Changing Lives Leadership Team recognises the value of a strategic adviser who will provide independent, impartial advice and support to Directors, Trustees and other key decision makers across the Company in support of

its aims. It comes at an exciting time in the history of Changing Lives as it approaches its 50th anniversary and as its reach continues to grow through collaborative

partnerships. The successful candidate will join a team of committed Senior Leaders whose collective determination, creativity and flair not only continues to support the charity along its journey of success but makes for a great place to work.

This role attracts a competitive salary and rewards package.

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Qualifications

The Company Secretary will, as an in-house legal resource, be expected to have

a good commercial business sense and have experience of charity law, commercial

and company law. Much of the Company’s operations require contracting with the

public, private or third sector and also sub-contracting elements of the delivery to

sub-contractors. The Company Secretary will be involved with this work, either

directly or in overseeing the obtaining of external advice.

Ideally, the Company Secretary would also have had some exposure to other

relevant legislation such as housing law, employment law and health and safety

compliance. The Company Secretary should be able to grasp the fundamental

principles and be able to identify potential areas of contention, recognising when

to seek further advice where necessary.

The Company Secretary must demonstrate that he/she has the requisite

knowledge and experience to discharge the functions of the role. A legal qualification is required and post holders must be either a Solicitor or Legal Executive. He/she should also have had experience in private practice or else in

an in-house role within the public, private or third sector.

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Key Tasks and Responsibilities

The Company Secretary is an officer of the Company and the duties can be wide

ranging although the post holder will be expected to undertake the following:

Providing legal support and advice to the Company where requested, and where external legal advice is required to oversee the delivery of this advice

from the external advisers ensuring the advice is delivered in line with time scale and estimates of costs.

Contributing actively to the board of trustees' role in giving firm strategic direction to the Company, setting overall policy, defining goals and setting

targets and evaluating performance against agreed targets.

Keeping abreast of legal and statutory developments which impact on the operations of the Company, and where appropriate making sure the Board

and Chief Executive are sighted on key developments and understand their impact.

Ensuring appropriate and up to date policies are in place dealing with the key requirements of legislative and statutory compliance for the Company

as a charity and registered social landlord.

Ensuring the Company’s statutory books are maintained, including:

a register of present and past directors and secretaries

a register of any charges on the company’s assets minutes of general meetings and board meetings

a register of the debenture holders (typically banks) Charity Commission annual return

Ensuring the necessary Annual Returns are filed at Companies House. Other documents which must be filed include the Directors’ report and auditors’

report and financial statements, including details of the company’s assets and liabilities.

Coordinating the meetings with the Directors and Trustees, ensuring the issue of proper notices of meetings, preparation of agenda, circulation of

relevant papers and the production of minutes to record the business transacted at the meetings and the decisions taken.

Ensuring Companies House is informed of any significant changes in the

Company’s structure or management, for example the appointment or resignation of Directors.

Ensuring compliance with the requirements under the Companies Act in relation to the Company’s website, emails, order forms, invoices and

business stationery.

Ensuring the security of the Company’s legal documents, including for

example, the certificate of incorporation and memorandum and articles of association.

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Advising on the Company’s policy for the filing and retention of documents.

Advising Directors of their duties, and ensuring they comply with corporate legislation and the Articles of Association of the Company.

Ensuring the Company applies its resources exclusively in pursuance of its

charitable objectives.

Being always mindful of the need to safeguard the good name of the

Company and living by its values.

Overseeing the effective and efficient administration of the Company.

Overseeing the protection and management of the property and ensuring

appropriate governance and policies are in place to protect the investment of the charity's funds.

Supporting the Board in the appointment of the Chief Executive Officer and other directors.

Sitting on appraisal, recruitment and disciplinary panels as required

Additional Duties

The Company Secretary may be required to advise upon and oversee the administration of a variety of other matters. These may include:

Insurance including vehicle, policies & files Company pension scheme

VAT registration Management of the Company’s premises and facilities

Compliance with data protection and health and safety requirements Management of the Company’s Intellectual Property Training on topical legal matters for the Company’s employees.

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Person Specification

Candidates will be required to demonstrate the following experience,

achievements and personal characteristics.

Commitment to the Organisation and charity’s aims

Strategic vision

Good, independent judgement

Ability to think creatively

Confident and impartial communicator

Understand the operational strategy for the charity – ability to link strategy to performance to maximise impact and to get full value from the charity’s

activities

Understanding and acceptance of the legal duties, responsibilities and

liabilities of trusteeship

Ability to work effectively as a member of a team

Organisational ability

Knowledge or experience of business and committee procedures

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Appointment Process

Candidates are invited to apply by submitting a current CV setting out qualifications,

skills, experience and employment history. In addition, candidates are requested to

provide a personal statement of up to 500 words setting their suitability for the post with

reference to the person specification.

We will be holding a ‘familiarisation’ event on 25th June 2019 which shortlisted candidates

are encouraged to attend. This will be supported by members of our Executive Team and

will enable opportunity for candidates to learn more about Changing Lives and what we

do. This will include an opportunity to meet separately with the Executive Team to talk

about the role.

Changing Lives is an equal opportunities employer. We welcome applications from all

sections of the community. Changing Lives will not discriminate because of age,

disability, gender reassignment, marriage and civil partnership, pregnancy and

maternity, race (which includes colour, nationality and ethnic or national origins),

religion or belief, sex or sexual orientation. Changing Lives will not discriminate

because of any other irrelevant factor, we strive to build a culture through our

PEOPLE values, openness, fairness and transparency.

In accordance with our commitment to equality and diversity, our successful candidate

will be asked to complete the Equal Opportunities Monitoring Form enclosed with any

offer of employment.

Shortlisted candidates will be invited to attend for interview at Changing Lives Central

Office in Newcastle upon Tyne.

If you require any special arrangements to be made in order to enable you to participate

in the selection process, please let us know.

Timetable Effective Date

Advert Closes 24th June 2019

Familiarisation Event 25th June 2019

Formal Interview 4th July 2019