Vice President, Secretary of Corporation

at  UNITED NEGRO COLLEGE FUND

JOB DESCRIPTION

As an officer of the company, the Secretary of the Corporation (Secretary) is responsible for overseeing the governance responsibilities of the board and its committees. The Secretary provides advice and counsel to ensure the board effectively discharges its fiduciary duties while promoting transparency, integrity, and accuracy. The Secretary is responsible for maintaining accurate records of the board’s actions, compliance with fiduciary requirements, facilitation of communication among board members and stakeholders, and managing and executing logistics for the board and member president meetings. The Secretary works closely with the board chair, chair of the members, and the CEO, serving as a confidante and resource to the board, member presidents, and senior management.

EDUCATION AND EXPERIENCE

A bachelor’s degree in law, business administration, nonprofit management, or a related field is preferred. Minimum of 10 years experience in a corporate secretarial, governance, attorney, or senior management role. Strong understanding of corporate governance principles. Knowledge of nonprofit governance and compliance issues is a plus.

OTHER SKILLS AND ABILITIES

• Embodies UNCF’s Core Values
• Understands the mission and business of the organization
• In tune with the CEO and directors’ thoughts/feelings
• Interprets signals that may suggest future risks
• Overcomes bureaucratic thinking
• Detail-oriented
• Organized, respectful, diplomatic, and effectively communicates
• Active listening skills
• Advises on issues, especially those relating to reputational risk
• Generates alternative solutions
• Respects confidences
• Disagrees constructively

SOFTWARE AND SOFT SKILLS REQUIRED:

• Proficiency in Microsoft Office Suite and other relevant software applications, specifically in Word, PowerPoint, and Excel.
• Experience with OnBoard UNCF’s Board Portal is preferred.
• Strong organizational and time-management skills with the ability to prioritize tasks.
• Excellent written and verbal communication skills.
• Ability to work independently and collaboratively in a team environment.
• Project management and problem-solving skills.
• Experience working with senior-level executives.

PRIMARY RESPONSIBILITIES AND DUTIES:

Provides guidance to the Board Chair, Chair of Members, and CEO in executing the responsibilities of the board.
Acts as a vital link for information, communication, and advice between the company and its board, and other stakeholders.
Manages the company’s corporate governance framework to include election of officers and committee chairs, and the development, maintenance, and effective execution of the company’s by-laws and charters.
Ensure compliance with all fiduciary and regulatory requirements related to corporate governance procedures, relevant laws, and regulations.
Oversees/conducts induction training (orientation) for newly elected directors and member presidents and supports board member education, training, and initiatives.
Assists with generating Agenda formation (with Board Chair, Chair of the Members, and CEO) and prepares and maintains minutes of board and members and committee meetings and formal resolutions when required.
Maintain and organize corporate records, including bylaws, policies, and meeting documents.
Reviewing, preparing, and distributing board materials containing agendas and background information to assist with board and committee meeting preparation.
Orchestrate communication among board members, member presidents, and between the board and staff.
Responsible for scheduling meetings, setting and overseeing deadlines, and distributing relevant materials to participants for board and committee meetings.
Support the board and members in the development and implementation of policies and procedures.
Able to effectively and diplomatically manage board member conflict of interests.
Oversee planning and execution of three annual meetings and special events to include organizing presenters and advisors.
Manage correspondence and documentation related to board activities retrieved; update and maintain records on an ongoing basis.
Organization and management of travel, hotel, meeting logistics for board and member president meetings.
Oversee the logistics for all special events such as the Chair’s dinner and Member School Tours to include: securing special guests, speech development, communications, invitations, meeting set-up
Ensures proper levels of director insurance.

SUPERVISORY RESPONSIBILITIES

This role will have direct supervisory responsibility and oversight for other team members with meeting execution responsibilities, such as Information Technology, Cyber Security, Meeting Planners, and Hotel Contacts.