General Counsel Global Entity Governance

General Counsel Global Entity Governance

Postuler locations Viladecans, Spain time type temps plein posted on Offre publiée il y a 3 jours time left to apply Date de fin : 31 décembre 2024 (Il reste 9 jour(s) pour postuler) job requisition id R-97199

ABOUT UNILEVER

With 3.4 billion people in over 190 countries using our products every day, Unilever is a business that makes a real impact on the world. Work on brands that are loved and improve the lives of our consumers and the communities around us. We are driven by our purpose: to make sustainable living commonplace, and it is our belief that doing business the right way drives superior performance. At the heart of what we do is our people – we believe that when our people work with purpose, we will create a better business and a better world.

At Unilever, your career will be a unique journey, grounded in our inclusive, collaborative, and flexible working environment. We don’t believe in the ‘one size fits all’ approach and instead we will equip you with the tools you need to shape your own future.

JOB PURPOSE

• The role is a part of the Corporate Legal, Governance and Corporate Secretaries team.
• The role has the responsibility for the management of Unilever UK subsidiaries from a corporate governance perspective and will include all global entities over time.
• This includes entity compliance, assisting with board meetings, managing subsidiary entities’ governance and intra-group re-organisations.
• The role also assists with general corporate governance matters, which involves liaising with other business stakeholders such as Treasury, Legal, Finance, Pensions, UK Governance Leadership team and Unilever Leadership Executive members.
• Overseeing an external provider in respect of the global legal entity management and working alongside the external provider and other relevant senior stakeholders including on the rationalisation of legal entities.

WHAT WILL YOUR MAIN RESPONSIBILITIES BE

Legal Entity Management (LEM)

• Attending and coordinating board meetings of the UK subsidiary entities and advising from a governance perspective. Taking meeting minutes and ensuring circulation to relevant stakeholders.
• Attending the Governance Leadership Team meeting on a quarterly basis and advising from a company secretarial perspective.
• Coordinating the induction and training of Directors, including preparation of relevant materials in collaboration with UK Legal.
• Working closely with the Legal and Tax team on day-to-day queries in relation to the subsidiaries.
• Document execution for the subsidiaries and Unilever PLC (including notarisation and apostillisation where required) and providing general advice on signing authorities. This includes liaising with Tax and other stakeholders where necessary (for e.g. while executing a power of attorney).
• Drafting legal documents / reviewing documents provided by stakeholders for signing from a legal perspective.
• Ensuring entity compliance for UK subsidiaries and managing their regulatory filings (e.g. with Companies House). This includes reviewing and coordinating the execution of the subsidiary accounts and attending weekly meetings with internal and external stakeholders (including auditors) to manage the accounts process. For some regions (e.g. Isle of Man and Jersey), this involves liaising with external company secretary advisors.
• Advising on board composition of UK entities alongside Tax and assisting with appointments and resignations.
• Assisting with audit related inquiries during the preparation of the statutory accounts.
• Dealing with any share structural changes in entities, and the preparation of the relevant legal documents for e.g. redemption of shares, capital reductions, and coordinating any necessary regulatory filings.
• Leading the entity reduction process by coordinating liquidation procedures, including liaising with and managing the relationship with our accountancy/business advisor.
• Addressing governance-related requests from overseas subsidiaries (listed and unlisted) of Unilever PLC e.g. carrying out voting instructions on behalf of UK subsidiaries who are shareholders of other overseas subsidiaries such as HUL in India (at its AGM).
• Dealing with all external communications (e.g. court actions or bailiff requests) received in relation to the UK subsidiaries and re-directing these to the relevant individuals.
• Refining LEM processes and consolidating LEM globally.

Group Structure

• Joining calls on internal re-organisations and giving input from a company law perspective. Executing any internal re-organisations in conjunction with Legal (internal and external counsel).
• Joining the quarterly steering group calls with Tax, Treasury and Finance on distributable reserves.
• Addressing queries in relation to the Group Structure and assisting stakeholders in answering the same.
• Preparing a list of ultimate beneficial owners for the auditors on a six monthly basis.
• Working with Tax on country-by-country reporting.
• Managing the creation of new Unilever group entities and liaising with relevant internal stakeholders and auditor to ensure accurate maintenance of records.
• Identifying changes to the group structure in order to assist with the preparation of the annually updated group structure chart.

PLC Annual Report / Accounts

• Coordinating updates to be made to the Group Companies List globally, working with various global teams and stakeholders to ensure the data is up to date and accurate and assisting with its preparation.
• Collecting gender diversity data in respect of the subsidiaries to be provided for reporting purposes.

Diligent System

• Diligent holds the company information for all Unilever entities, as well as enabling electronic filing for UK entities.
• Coordinating updates to the Diligent system with the LEM team and engaging with the relevant legal stakeholders to achieve this, including ensuring that all reporting controls are met on a monthly/quarterly basis.
• Work with GCAD to ensure that the finance system and Diligent system aligns in terms of entities.
• Working on automating the process for the creation of the Unilever Group companies list (for the Annual Report and Accounts, see above) and refining the process for the collection of gender diversity data for subsidiary directors.

Stakeholder Management

• Managing direct reports and colleagues in the Legal Powerhouse. Supervising the distribution of work across the LEM team and providing team members training and support.
• Maintaining a strong working relationship with the subsidiary directors and addressing their requests. Ensuring that they receive all the information required to make decisions and perform their duties, including Board meeting materials.
• Working closely in alignment with international Secretarial colleagues on joint LEM work.
• Assisting overseas internal legal teams with their queries, which can vary from shareholder-related questions to director training.

WHAT YOU WILL NEED TO SUCCEED

Experiences & Qualifications

• Legally qualified and 3 years PQE+.
• Strong interpersonal skills and the ability to work well with people at all levels. This includes stakeholder engagement capabilities – ability to build strong working relationships across diverse partners and senior stakeholders.
• High attention to detail and a well-organised approach to work.
• An understanding of and the ability to apply concepts of company and corporate law, including but not limited to entity incorporation (and liquidations), governance, corporate maintenance and returning value to shareholders.
• Ability to prioritise work and to work well under pressure.
• Self-motivated and able to work independently.
• Ability to handle multiple assignments and manage major projects to successful completion with external support.

Leadership

• You are now a Leader of Change. People look to you to provide safety in a storm, and you also appropriately challenge to get even better results. You role model resilience and care. You navigate these uncertain times by flexing plans and your leadership style, always with authenticity.
• You are still responsible for delivering to the highest standards. You must be resilient so you can lead others to deliver with passion through uncertainty and create opportunities through the core and beyond. You must be able to flex your style and your plans to guide others through difficult times.

• Critical SOL (Standards of Leadership) Behaviors

• PASSION FOR HIGH PERFORMANCE: Takes personal responsibility and accountability for execution and results. Generates intensity and focus to motivate people to deliver results at speed.
• PERSONAL MASTERY: Sets high standards for themselves. Actively builds own wellbeing and resilience.
• TALENT CATALYST: Invests in people – coaches individuals and teams to realize their full potential. Creates an inclusive climate, empowering everyone to be at their best. Inspires powerful teamwork and collaboration, connecting people for better results.
• CONSUMER LOVE: Brings the voice of the consumer into everything we do, always.
• BUSINESS ACUMEN : Creates opportunities for profitable growth through the core and beyond.

Unilever embraces diversity and encourages applicants from all walks of life! This means giving full and fair consideration to all applicants and continuing development of all employees regardless of age, disability, gender reassignment, race, religion or belief, sex, sexual orientation, marriage and civil partnership, and pregnancy and maternity.

En tant qu\’employeur responsable et inclusif, Unilever est attentif à la diversité et à la mixité de ses équipes. Nos recruteurs sont engagés et veillent à l\’application de processus de recrutement non-discriminants.

Tous nos postes sont ouverts aux personnes en situation de handicap et Unilever accompagne ses collaborateurs dans la mise en place d\’éventuels aménagements de poste et de dispositifs d\’accessibilité.

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