Company Secretary

The Organisation:

Restorative Justice Services is a company limited by guarantee (CLG) and a registered charity based in Dublin that works restoratively with people affected by crime. 

We are one of the Community Based Organisations that receives funding from the Irish Probation Service to deliver restorative justice programmes and interventions in Dublin, Meath, Wicklow, and Kildare. Our interventions focus on meeting the needs of victims of crime whilst challenging the behaviour of those who offend.

We work collaboratively with statutory and non-statutory organisations, such as an Garda Síochána, community groups and victims organisations to achieve our goals.

For more information:             Home - Restorative Justice

The Role

Restorative Justice Services is seeking a Company Secretary to join its board, to play a key governance role in ensuring the organisation complies with relevant legal, regulatory, and constitutional requirements.

Responsibilities will include the following:  

1.        Act as the board's main point of contact on governance and compliance matters, with overall accountability for the company secretarial function. Administrative and logistical support (scheduling, document circulation, filing coordination) is provided by the Executive.

2.        Ensure the organisation complies with all relevant statutory and regulatory requirements and its Constitution.

3.        Work closely with the Executive and Chair to prepare and circulate the board agenda and supporting documents.

4.        Ensure minutes are taken at board and committee meetings and circulated to board members as soon as possible afterwards.

5.        Follow up on decisions taken at meetings, in consultation with the Chair.

6.        Ensure statutory filings to the Companies Registration Office (CRO) — annual returns, director changes, and similar — are made in a timely manner.

7.        Ensure Charities Regulator registration and filings are kept up to date.

8.        Maintain statutory registers, such as the register of conflicts of interest.

9.        Work closely with the Executive to organise the AGM — issuing notices, ensuring quorum, preparing resolutions, and documenting decisions. The AGM is usually held online.

10.    Maintain up-to-date knowledge of applicable governance, legal, and regulatory requirements. 

Skills and Experience Required: 

1.       Strong governance knowledge.

2.       Previous non-executive board experience, ideally with a charity in the Republic of Ireland.

3.       Previously held the role of Company Secretary.

4.       Candidates must be able to evidence this board and governance experience with specifics at interview — familiarity with governance terminology alone is not sufficient.

5.       Availability: on average the equivalent of 1 day per month — covering board and subcommittee attendance, minute preparation, and statutory filings (CRO, CRA). Workload is not flat across the year: expect a heavier commitment around the AGM and CRO annual return

6.       Compliance: a strong understanding of, and commitment to, ensuring the charity’s operations adhere to governance standards, such as the Charities Regulator's Governance Code, CRO, and internal controls. 

7.       Must reside in the Republic of Ireland.

Charities Regulator’s General Duties of a Charity Trustee 

·        Comply with the charity’s governing document. 

·        Ensure the charity is complying with its charitable purpose for the public benefit. 

·        Act in the best interest of the charity. 

·        Act with reasonable care and skill. 

·        Manage the assets of your charity. 

Board Meetings:

Board meetings are typically held once every 2 months, in the evening, for approximately 2 hours.

Meetings are generally held online. One to two meetings per year may be in-person meetings in Dublin city centre, including the AGM.

Subcommittees:

There are two board subcommittees:  HR & Governance, and Finance, Risk & Audit.

The Company Secretary is required to join the HR & Governance subcommittee, given the direct overlap with this role's duties.

Subcommittee meetings are held between board meetings and/or as required.