Company Secretary - ESB Networks

Position Description

The Company Secretary is a senior governance and corporate services role supporting the effective operation of the ESB Networks DAC Board, its Committees and the ESB Networks Leadership Team.

The role combines statutory company secretarial responsibilities with wider governance coordination, programme management and selected corporate services activities, enabling effective decision-making and strong governance across ESB Networks.

It provides the formal governance support expected of a DAC Company Secretary within a large, complex regulated utility.

Key Working Relationships

- Managing Director, ESB Networks

- ESB Networks Leadership Team

- Chair and Members of the ESB Networks DAC Board

- ESB Company Secretary and ESB Secretariat Function

- Legal, Governance, Compliance and Ethics functions

- Risk and Assurance functions

- Relevant ESB Group governance stakeholders

A close working relationship with the ESB Secretariat Function will be required to ensure alignment with Group governance standards and effective coordination of governance activities across ESB Networks and ESB Group.

Reporting Relationships

- Functional Relationship: Chair, ESB Networks DAC Board, in respect of Board governance matters and statutory company secretarial responsibilities.

- Administrative Reporting: Head of Finance, ESB Networks.

Key Responsibilities

DAC Board and Committee Governance

- Act as Secretary to the ESB Networks DAC Board and relevant Committees.

- Manage Board and Committee calendars, forward agendas and annual work programmes.

- Coordinate and quality assure Board papers and presentations.

- Attend Board and Committee meetings and maintain minutes, decision logs and action trackers.

- Monitor completion of Board actions and agreed commitments.

- Support Board effectiveness reviews and governance improvement initiatives.

- Coordinate Board workshops, strategy sessions, site visits and stakeholder engagement events.

- Support planning and scheduling of private Board sessions and other governance activities.

Statutory Company Secretarial Responsibilities

- Maintain statutory registers and corporate records.

- Support compliance with Companies Act obligations.

- Coordinate statutory filings and reporting requirements.

- Maintain governance documentation associated with Board and shareholder decisions.

- Support administration of conflicts of interest, declarations and governance registers.

- Provide governance advice to the Board and senior management where required.

Board Development and Effectiveness

- Coordinate induction programmes for new Board members.

- Maintain Board induction materials and briefing packs.

- Arrange governance briefings and business familiarisation sessions.

- Coordinate Board mentoring arrangements if required.

- Develop and manage the annual Board training and development plan.

- Coordinate implementation of recommendations arising from Board effectiveness reviews.

- Support Board succession and development discussions if appropriate.

Leadership Team Governance and Coordination

- Manage the Leadership Team meeting cycle.

- Coordinate agendas, papers and briefing materials.

- Maintain the forward programme of Leadership Team business.

- Capture and track decisions and actions arising from Leadership Team meetings.

- Promote effective meeting discipline and governance standards.

- Support preparation of papers progressing to Board and Group governance forums.

- Support alignment between Leadership Team outputs and Board priorities.

ESB Board and Committee Engagement

- Coordinate ESB Networks submissions and presentations to ESB Board Committees and the ESB Board.

- Manage timelines, approvals and stakeholder input.

- Liaise with the ESB Secretariat Function on governance requirements.

- Support presenters and senior leaders in preparation for governance engagements.

- Track actions arising from ESB Board and Committee interactions relevant to ESB Networks.

Governance and Corporate Services Coordination

In addition to core Board responsibilities, the role will coordinate broader governance and corporate services activities, including:

- Coordination of governance, compliance and governance improvement initiatives.

- Governance quality assurance reviews and standardisation of governance processes, records and action management.

- Selected Governance, Risk and Compliance activities, including governance-sensitive communications and reports.

- Support for the implementation of governance policies and frameworks.

- These activities will be undertaken in collaboration with existing functional owners and will not replace specialist legal, compliance, risk or assurance responsibilities.

Policy Governance Framework

- Coordinate the ESB Networks Policy Management Framework.

- Maintain policy review schedules and governance processes.

- Support policy approval, communication and training activities.

- Coordinate reporting on policy governance and compliance.

Governance Assurance and Compliance

- Coordinate annual Code of Practice for the Governance of State Bodies compliance processes.

- Support governance assurance reporting and annual governance statements.

- Support governance disclosures required by the DAC Board.

- Maintain oversight of governance action plans and governance commitments.

Board Code of Conduct, Expenses and Governance Administration

- Support stewardship of the Board Code of Conduct.

- Coordinate Board governance records and disclosures.

- Support administration of Board travel and expenses processes.

- Maintain governance records associated with non-executive Board member obligations.

AI, Digital Governance and Governance Modernisation

- Promote opportunities to leverage digital tools to improve governance processes.

- Support the use of AI-enabled solutions to improve Board effectiveness and governance administration.

- Coordinate governance improvement initiatives arising from evolving governance requirements.

- Support Board and Leadership Team consideration of AI governance developments and emerging governance issues.

Board and Leadership Team Business Continuity

- Coordinate business continuity arrangements associated with Board and Leadership Team governance processes.

- Ensure governance activities can continue effectively during disruption or major incidents.

Regulated Utility Governance

- Support governance arrangements associated with DSO license obligations.

- Support governance requirements associated with ring-fencing arrangements.

- Coordinate governance inputs required for regulatory and state-body reporting.

- Maintain oversight of governance-related commitments and obligations.

Experience and Qualifications

Essential

- A third level qualification in Business, Law, Corporate Governance, Finance, Public Administration or a related discipline, or a minimum of 10+ years’ relevant work experience, is essential.

- Strong corporate governance and company secretarial expertise.

- Excellent written communication, drafting and report preparation skills.

- Excellent organisational and programme management capability.

- Strong stakeholder management and influencing skills.

- Ability to operate with discretion and sound judgement.

- Experience supporting Boards and senior executives.

- Strong governance and process improvement orientation.

- Ability to leverage digital tools and AI to improve governance processes.

- Ability to operate effectively within a regulated utility environment.

- Strong attention to detail and follow-through.

Location

This position will be based in ESB Networks, Leopardstown Road.

Smart Working at ESB is designed to make ‘in-person’ time together as purposeful as possible while also enabling the effective use of digital tools and hybrid arrangements to preserve our commitment to flexibility. The successful candidate may work flexibly within the jurisdiction where they have been employed, with attendance at the workplace for in-person collaboration at least two days per week . All Smart Working arrangements are subject to regular review based on the operational requirements of the role, the team, and the business.

Why Work with Us?

- Opportunity to lead Ireland’s transition to net zero carbon future

- Career development through mentoring and training

- Corporate Social Responsibility Opportunities

- Sports and Social Clubs

- Networking opportunities

- Credit Union

- Generous Pension

- Access to staff well-being programmes

- Generous parental leave entitlements

- Strong values-based and inclusive culture

- Strong commitment to diversity, equity and inclusion

- Great team environment working to our Core Values: Courageous, Caring, Driven and Trusted

Salary

€86,000 to €101,000 per annum

Closing Date

16th November 2026

Interview

Candidates who are shortlisted for interview will complete a Behavioural Interview based on each of the following Behaviours, which underpin how we work at ESB and are critical to delivering our strategy:

- Accountable and Ethical

- Collaborative

- Growing and Adaptive

- Proactive

- Respectful and Supportive

More information available on Our People Promise

Notes

- Your application will be held in reserve for 6 months should you be suitable for the role.

- The successful candidate will be required to evidence their right to work in the Republic of Ireland prior to commencement of employment.