Role Summary:

This Job Description is for an Independent Non-Executive Director role with BNY Mellon Fund Services (Ireland) DAC (the “Firm”).

Key Responsibilities:

The Board as a whole is collectively responsible for promoting the success of the Firm by directing and supervising the Firm’s affairs.  The Board is responsible for the effective, prudent and ethical oversight of the Firm, for setting its business strategy and ensuring that risk and compliance are properly managed.  It is also responsible for ensuring that the necessary financial and human resources are in place for the Firm to meet its objectives and setting the Firm’s values and standards.  Each Director is responsible to the Firm for contributing to the achievement of these objectives.

The INED is required to attend Board meetings for the Firm, which will be held at least four (4) times a year.  In addition to attending Board meetings, the INED is required to become a member of the Firms Risk and Capital Management Committee (“RCMC”) which is a Board delegated committee.  Active contribution is expected on governance committees to which the INED is appointed or attends, in accordance with the relevant committees Terms of Reference.

The INED is expected to dedicate a minimum of two days per month to the role.

The INED role will also have the following key elements:

Strategy:  the INED should constructively challenge and contribute to the development of strategy;
Performance:  the INED should scrutinise the performance of management in meeting agreed goals and objectives and monitor the reporting of performance;
Risk:  the INED should satisfy themselves that financial information is accurate and that financial controls and systems of risk management are robust and defensible; and
People:   the INED may have a role in interviewing new key staff members.

The INED role is deemed to be a Pre-Approval Controlled Function (“PCF”) as defined in the Central Bank Reform Act 2010 and the job holder is required to meet and maintain the Standards of Fitness and Probity outlined in the code issued by the Central Bank of Ireland pursuant to section 50 of the Act.  This role is deemed to be a PCF2 Non-Executive Director role.

In all aspects of the role, the INED is required to evidence active participation, review, challenge and adhere to the principles of good corporate governance, including any relevant Governance Codes.  The INED is required to comply with all BNY Mellon corporate policies and procedures, including HR policies and procedures, applicable to BNY Mellon.

Each Director of the Firm is appointed to the Board of Directors on the understanding that they adhere at all times to the contents of all regulatory obligations and governance codes applicable to the Firm.

The INED role responsibilities include using specialist industry knowledge to help provide the Board with valuable insights in relation to the Fund Administration business, market updates and regulatory requirements.

Key Skills & Experience:

Extensive experience within the funds industry at a senior level preferably within fund administration or related businesses, including product knowledge such as of ETF/Structured products
Industry and market experience, within Ireland and EMEA, including of significant market challenges such as Brexit
Understanding of the technological requirements as business drivers within the industry and the competitive threats and opportunities that they pose, and understanding technology risks such as cyber security
Ability to understand the business strategy and critically assess strategic opportunities and threats
Ability to analyse critically complex and detailed information, readily distil key issues and develop innovative approaches and solutions to problems
Awareness and detailed knowledge of the regulatory requirements of the funds industry with the ability to assist the Board with a view to working constructively with government agencies and regulators
Ability to understand the Firms risk profile and identify key risks providing general counsel and a different perspective on matters of concern
Experience in accounting and/or finance with the ability to analyse financial statements and performance
Supplying advice or guidance as and when required on any issues prior to having these raised at Board meetings