Introduction

Are you ready for your next play?

We are bold, respectful, and we deliver, with Impact. Our long-term vision is to raise, deploy and manage funds for climate change mitigation and adaptation that will play a transformative role in our target sectors.

Climate Fund Managers (CFM) is a leading climate-centric blended finance fund manager. We raise and deploy climate finance funds in partnership at scale and at pace. Through its award-winning model, CFM has created a blueprint for a new generation of climate financiers, whose collective impact can help end the climate crisis. CFM currently manages two emerging market infrastructure funds focused on climate change mitigation and adaptation: Climate Investor One, a c. USD 1 billion fund focused on renewable energy, and Climate Investor Two, a c. USD 1 billion fund focused on water, sanitation and oceans infrastructure.

Established in 2015, CFM is a joint venture between the Dutch Development Bank, FMO, and Sanlam InfraWorks, part of the Sanlam Group of South Africa with offices in The Hague, Cape Town, Windhoek, Singapore and Bogota.

Role Overview:

The Company Secretary is a senior individual contributor role responsible for coordinating and supporting the effective functioning of the Group Board, subsidiary Boards, selected fund boards (GPs) and key committees. The role focuses on disciplined governance delivery, board administration and company secretarial support across a growing, EU-headquartered climate asset manager.

The role provides strong company secretarial and governance support, helping to maintain robust Board processes, high-quality records and sound decision-making across Dutch corporate structures, with exposure to Luxembourg structures and fund governance.

Operating at an important growth stage, the Company Secretary brings structure, continuity and judgement, while working closely with the Management Board and associated stakeholders as the organisation expands.

Key Duties and Responsibilities:

• Act as a trusted governance support and adviser to the Management Board, on company secretarial and corporate governance matters, escalating complex issues appropriately and supporting the application of recognised best practice.
• Plan, coordinate, and support Board and shareholder meetings, including the preparation of agendas and documentation, accurate recording of proceedings, and maintenance of complete, accurate and audit-ready records in line with legal, regulatory and internal governance requirements.
• Promote high-quality decision-making by ensuring Board materials are clear, well-structured and aligned with strategic objectives, risk considerations and required approvals.
• Maintain oversight of statutory registers and corporate records, ensuring filings, disclosures, and publications are completed accurately and within required timeframes.
• Manage and safeguard key corporate documentation, including constitutional documents and formal (delegations of) authorities, ensuring they remain current and fit for purpose as the organisation evolves.
• Support significant corporate activity, such as organisational changes, capital-related matters, and other non‑routine transactions, from a company secretarial and documentation perspective.
• Act as a central point of coordination between the Board, management, shareholders, and external advisers, enabling clear communication, orderly processes, and effective collaboration across stakeholders.
• Support Group, subsidiary and selected fund boards (GPs), and relevant committees, assisting to maintain effective governance and decision-making across corporate and fund structures.
• Produce high-quality minutes that evidence active challenge, local decision-making (mind and management), regulatory considerations and clear rationale for decisions.
• Support governance practices to meet applicable Dutch legal, regulatory and internal requirements, and assist with Luxembourg and other jurisdictional requirements where relevant, with support from internal and external advisers as needed.
• Support the Board and management in fulfilling governance responsibilities, including the coordination of sustainability, ESG and climate-related matters where these form part of Board and committee agendas.

Qualifications & Experience

• 10 years' experience in a Company Secretary, Governance or related legal/governance role within a multi-entity organisation, preferably in investment management, financial services, infrastructure or a similarly regulated environment.
• Demonstrated experience operating within Dutch corporate structures; exposure to Luxembourg corporate structures, fund vehicles or regulated environments would be advantageous.
• Proven capability supporting Board and Committee governance
• Experience coordinating company secretarial matters across international subsidiaries, cultures, and time zones, within growing and evolving organisations.
• Degree in law
• A recognised professional qualification in Company Secretarial practice or corporate governance is strongly preferred.
• High professional integrity, discretion and judgement, with the confidence to work with senior stakeholders and the pragmatism to operate effectively in a growing organisation.

Technical Skills

• Strong company secretarial expertise supporting Boards and committees within Dutch corporate structures; exposure to Luxembourg and/or fund governance structures would be advantageous.
• Advanced capability in Board, Committee, and shareholder meeting management, including agendas, board packs, resolutions, minute‑taking, and action tracking.
• Experience supporting Boards and committees in regulated or controlled environments, with the ability to operate effectively within established governance frameworks.
• Strong command of statutory registers, corporate records, and constitutional documentation across complex, multi‑entity organisations.
• Ability to advise senior stakeholders on company secretarial and corporate governance matters, applying sound judgement and knowing when to seek specialist input.
• Experience supporting corporate transactions, restructurings, and non‑routine matters from a company secretarial and documentation perspective.
• Ability to coordinate company secretarial processes across international subsidiaries, stakeholders and external advisers within a growing organisation.

Behavioural Competencies

• Integrity: complying with generally acceptable standard in activities related to the position.
• Devotion to quality: demanding a high quality of provided products and services and acting accordingly.
• Planning: systematically organising activities and setting time frames, setting priorities.
• Performing under pressure: maintaining an effective performacce under pressure, or when faced with setbacks or disappointment.
• Structuring: applying, implementing, and maintaining structure in day-to-day business.
• Organisaional sensitivity: recognising the impact of one’s own decisions or actions on other parts of the organisation.
• Analysing and forming opinions: being focused on examining matters in a systematic way.
• Situational awareness: demonstrate being well informed about developments in one’s own environment and effectively using this information for one’s own organisation.