Company Secretary

at  Nuclera

Nuclera is a venture-backed, founder-driven biotech company headquartered in Cambridge, UK with significant operations in Boston, USA. The company’s mission is to improve human health by making proteins accessible. We are beginning this mission through the launch and on-going development of our eProtein Discovery platform. eProtein Discovery promises to be a breakthrough automated protein screening and making tool that brings rapid protein access to the life science benchtop and accelerates drug discovery processes.
This is a new part-time role being created at Nuclera and its purpose will be to create the Company Secretarial function responsible for supporting the Company, Board, Executives and wider senior management from start-up to growth with future potential to list on UK or US markets (FTSE or NASDAQ). You will be driven by the opportunity to develop, shape and deliver the Company’s corporate governance framework, statutory compliance and company-wide policies and processes to a high standard as it continues to enhance the effectiveness of the Board and the Executives, to support the delivery of strategy.

REQUIREMENTS

• Qualified Company Secretary (CGI/ICSA) or Qualified Solicitor/Lawyer
• Proven experience leading on company secretarial matters within start-ups or a recent UK or US listed entity in the biopharma/life sciences space (minimum 3 years’ experience)
• A desire and ability to shape, lead and drive change, including supporting key stakeholders resolving issues of strategic, legal and reputational importance
• A team player and proactive contributor in a quality focused team environment, demonstrating high levels of integrity and professionalism
• Confidence in building new relationships and connections, both internally and externally and acting as a bridge between the Board, shareholders, Executives, senior management and other stakeholders. This will include a track record of strong stakeholder management and an ability to influence.
• Strong communication skills with the ability to communicate effectively with individuals across all levels of the Company, as well as offer technical guidance to senior-level management/directors.
• Excellent drafting skills and eye for detail.
• Demonstrable technical knowledge of relevant law, regulation and frameworks, including dual-listing regimes, i.e. UK Listing Rules, UK Corporate Governance Code, Companies Act 2006, NASDAQ US SOX, Market Abuse and Remuneration and Share Schemes. Evidence of how technical knowledge is kept up to date.

Primary responsibilities of the role include:

• Advisory support to the Board, Committees, Chair, Non-Executive Directors and Executive Team, ensuring all corporate governance and statutory compliance matters across the Company are effectively addressed including statutory filing obligations of annual reports, accounts and strategic reports and others.
• Developing and updating internal corporate governance and compliance policies and procedures (e.g., terms of reference, conflicts of interest, money laundering, anti-bribery, data protection, business continuity, people etc.) and ensuring that policies are reviewed and approved by the Board and Committees where appropriate.
• Supporting the Board and Committees through all processes and meeting administration including managing the Board calendar, arranging meetings and associated actions, preparing agendas and papers, facilitating effective information flows and communication, and taking minutes at Board and Committee meetings.
• Board processes and activities also include supporting the Board in matters related to risk management and internal controls, monitoring Director’s conflicts of interest, managing communication with investors and handling investor queries, facilitating Director induction and assisting with period professional development as required.
• Providing legal, financial and/or strategic advice during and outside of Board and Committee meetings and support for strategic projects such as M&A transactions, financing and secondary share sales.
• Providing corporate governance input on the Company’s ESG and sustainability initiatives, including advising on best practice requirements.