Company Secretary

Football Association of Ireland•Dublin, OH

3d•Hybrid

About The Position

The Football Association of Ireland (FAI) is the national governing body for football in Ireland, driving the growth, promotion, and development of the game at all levels. We are passionate about inspiring participation, supporting talent, and celebrating the power of football to unite communities across the country. With a proud history and an ambitious vision for the future, the FAI is committed to fostering excellence on and off the pitch, ensuring the game is inclusive, accessible, and a source of national pride. The Company Secretary will support the effective governance of the Football Association of Ireland by ensuring that the Association’s company secretarial, board administration, statutory filing, member meeting and governance documentation requirements are managed to a high professional standard. The role holder will support the Board, Board Committees, General Assembly and senior management by ensuring that meetings are properly convened, agendas and papers are prepared and circulated, minutes and action logs are maintained, statutory records are complete and accurate, and governance processes are operated in accordance with the Companies Act 2014, the FAI Constitution, applicable FAI regulations, Sport Ireland governance requirements and relevant internal policies. The role is a key governance support role and will work closely with the Chair, CEO, General Counsel & Governance Director, Risk and Compliance Manager, Committee Chairs, SLT members and external advisers. The role holder will be expected to exercise discretion, sound judgement and absolute confidentiality.

Requirements

Significant company secretarial, governance, legal operations or board support experience.
Strong knowledge of Irish company law, particularly companies limited by guarantee.
Experience preparing Board and Committee agendas, minutes, resolutions and governance papers.
Experience maintaining statutory registers and managing CRO filings.
Experience supporting AGMs, EGMs, member meetings or equivalent formal governance forums.
Excellent drafting, record-keeping, organisational and procedural skills.
Strong judgement, discretion and ability to handle confidential and sensitive information.
Ability to work with senior stakeholders, including Board members, Committee Chairs, CEOs, SLT members and external advisers.
Familiarity with the Sport Ireland Governance Code, and public-funded body governance expectations.
Experience working with risk, compliance, audit or assurance colleagues to support governance reporting and compliance evidence.
High competence with Microsoft Office, board portal systems (iBABs), document management systems and action tracking tools.

Nice To Haves

A qualification from the Chartered Governance Institute, a legal qualification, governance qualification, or equivalent relevant professional experience would be desirable.
Experience in any of the following would be advantageous: national governing body, sports organisation, charity, membership body or public-funded organisation.
Governance in a complex stakeholder environment.
Constitutional rules, member elections, nominations or eligibility processes.
Regulatory, disciplinary, safeguarding, integrity or complaints environments.
Board evaluation, governance audits or governance reform programmes.
Policy drafting and governance framework implementation.
Company secretarial support in a high-profile or regulated organisation.
Risk, compliance, internal assurance or audit reporting processes.
Use of board portals, action trackers and governance document repositories.

Responsibilities

Act as the appointed company secretary of the FAI, subject to Board approval and CRO registration.
Maintain the statutory registers and company books, including registers of directors, secretaries, members and relevant interests.
Ensure timely preparation, execution and filing of CRO returns, including annual returns, changes of officers, changes to registered office, constitutional amendments and filings relating to ordinary or special resolutions.
Maintain a clear calendar of statutory, constitutional and governance deadlines.
Ensure that executed resolutions, minutes, filings, certificates and statutory records are retained in an orderly and auditable manner.
Liaise with external company secretarial advisers, auditors and legal advisers where required.
Ensure company secretarial practice is aligned with the Companies Act 2014, the FAI Constitution, Board-approved governance policies and Corporate Governance Code from Sports Ireland.
Support the Chair, Committee Chairs, CEO and General Counsel & Governance Director in the planning and administration of Board and Committee meetings.
Prepare and maintain the annual Board and Committee calendar.
Prepare agendas, action logs, meeting packs and supporting materials in consultation with the relevant Chair, executive owner and General Counsel & Governance Director.
Ensure Board and Committee papers are issued in accordance with agreed timelines and governance standards.
Attend Board and Committee meetings as required.
Prepare accurate, concise and decision-focused minutes which properly record decisions, approvals, declarations of interest, reserved matters, actions and material governance considerations.
Maintain an action tracker for Board and Committee actions and follow up with action owners.
Ensure Committee minutes, reports and recommendations are escalated to the Board in accordance with Committee Terms of Reference.
Support the periodic review of Board and Committee Terms of Reference, annual workplans and governance reporting cycles.
Plan and administer the FAI AGM, EGMs, General Assembly meetings and other formal member meetings.
Prepare meeting notices, agendas, voting documentation, resolutions, procedural scripts and supporting materials.
Ensure meeting processes comply with the FAI Constitution, Companies Act 2014 and applicable governance requirements.
Support the management of member communications relating to formal governance processes.
Maintain records of members, constituencies, voting entitlements, attendance and decisions, in conjunction with relevant FAI teams.
Support the administration of elections, nominations, eligibility processes and director rotation processes, under the direction of the General Counsel & Governance Director and relevant committees.
Ensure approved constitutional amendments and member resolutions are implemented and filed as required.
Maintain a controlled library of key governance documents, including the Constitution, Board and Committee Terms of Reference, Board manual, delegations of authority, reserved matters, governance policies and approved templates.
Support the drafting, updating and version control of governance policies, procedures and Board-approved documents.
Ensure that governance documents are reviewed at appropriate intervals and presented for approval through the correct governance route.
Support implementation of Board and Committee decisions through structured follow-up, document updates and communication to relevant stakeholders.
Assist with governance audits, Sport Ireland governance code compliance, Board effectiveness reviews and related action plans.
Maintain evidence packs demonstrating compliance with applicable governance standards.
Liaise closely with the Risk and Compliance Manager to ensure governance documents, policy review cycles and assurance evidence are properly maintained and aligned with the wider risk and compliance framework.
Support onboarding and induction for newly appointed directors and committee members.
Maintain director induction materials, including the Constitution, statutory duties, Board calendar, Committee structure, policies, declarations and conflict-of-interest processes.
Coordinate director declarations of interest, annual confirmations, confidentiality undertakings and policy acknowledgements.
Support arrangements for Board training, governance briefings and annual Board effectiveness processes.
Assist directors and committee members with access to board papers, governance materials and approved records.
Support the General Counsel & Governance Director in maintaining governance-related compliance calendars and assurance records.
Liaise closely with the Risk and Compliance Manager to ensure that Board and Committee governance processes, action trackers, risk and compliance reporting, policy review cycles and assurance evidence are aligned and properly maintained.
Support the Risk and Compliance Manager in ensuring that governance-related actions arising from Board, ARCFC and other Committee meetings are captured, tracked and escalated appropriately.
Coordinate with the Risk and Compliance Manager on the maintenance of compliance calendars, governance evidence packs and reporting required for Sport Ireland, audit, risk and internal assurance purposes.
Support the operation of the Association’s governance, risk and compliance reporting to the Board and relevant committees.
Assist with maintenance of governance and legal risk records, including actions arising from Board and Committee review.
Support compliance with applicable Sport Ireland governance obligations and evidence requirements.
Coordinate formal governance inputs required for audits, annual reports, public funding requirements and stakeholder assurance processes.
Support, but not own, sensitive legal, regulatory, disciplinary, protected disclosure, safeguarding, data protection or litigation matters, which remain subject to direction by the General Counsel & Governance Director and relevant policy owners.
Administer the FAI’s board portal and secure document room.
Maintain clear access controls for Board, Committee and General Assembly materials.
Ensure governance records are stored in accordance with FAI retention, confidentiality and data protection requirements.
Maintain version control and final signed copies of minutes, resolutions, policies and governance records.
Support the migration of legacy records into appropriate governance repositories where required.
Ensure sensitive Board and Committee materials are handled with appropriate confidentiality and privilege awareness.
Act as a professional point of contact for directors, committee members, members, senior executives, auditors and external advisers on company secretarial and governance administration matters.
Liaise with the CRO, Sport Ireland and other relevant bodies on routine filing and governance administration matters, as directed.
Support communications with UEFA, FIFA, Sport Ireland, Government or other external stakeholders where the matter concerns formal governance processes, subject to oversight by the General Counsel & Governance Director.
Provide timely, accurate and practical governance support to internal stakeholders.
Work collaboratively with the Risk and Compliance Manager to ensure that stakeholder assurance requests, governance evidence and compliance reporting are coordinated and consistent.