Director of Corporate Governance and Risk Management

Reports To: President and Chief Operations Officer, Chief Executive Officer

FLSA Status: Exempt

Position Description:
The Director of Corporate Governance and Risk Management is responsible for the leadership, innovation, governance, and management necessary to identify, evaluate, mitigate, and monitor the company’s risk, specifically as it relates to the areas of Credit, Finance, and Trust. This position is also primarily responsible for the oversight and documentation of all meetings of the Bank’s Board of Directors, Committees, and Shareholder meetings. 

Specific Responsibilities of the Role:

• Develops financial risk management tools and practices to analyze and report on financial market risks and to manage risks according to a financial risk management framework and relevant policies
• Ensures the organization’s financial risk management policies, limits, and strategies are in compliance with applicable regulations, rating agency standards, and strategic imperatives of the organization.
• Oversees or monitors all financial risk management activities of the organization. 
• Monitors and analyzes financial risks within the company’s Credit, Finance and Trust areas on a corporate basis.
• Chairs or provides key inputs into the company’s financial risk management committee.
• Participates in the Bank’s Enterprise Risk Management process
• Works in coordination with the Chief Risk Officer on special projects
• Coordinating and managing the meetings of the Bank’s Board of Directors and related Committees (including, but not limited to, Executive Committee, Investment Asset & Liability Management Committee, Risk Management Committee, Audit Committee, and Marketing & Community Investment Committee). This would include the following responsibilities:
  • Scheduling all Board and Committee meetings each year and sending out meeting invitations to all who will need to attend (Directors and appropriate Bank staff). 
  • Preparing a draft of the meeting agendas for the CEO or Committee Chair’s review at least two weeks before the scheduled meeting. 
  • Gathering all supporting meeting materials and preparing the meeting package for full distribution no later than four business days in advance of the meeting. This may require prompting and following up with Bank leaders to submit their necessary documents to meet that deadline. 
  • Keeping the CEO updated on the status of meeting packages and meeting attendance confirmations (and following up with those who have not responded).
  • Handling meeting logistics, whether on-site or off-site (i.e., determining meeting location, ensuring that the appropriate technological capabilities are available, setting up conference line and video accessibility prior to meetings, arranging food and drink setups, confirming meeting attendance and securing lunch orders, ensuring that off-site room setups [food, meeting tables, laptop, microphones, A/V equipment, tent cards, meeting materials, etc.] are set up and ready at least 30 minutes prior to start of meeting and directing any set-up changes or corrections).
  • Ensuring that the CEO has a copy of all meeting materials, including any last-minute requests, prior to the start of the meeting. 
  • Attending each Board and Committee meeting, greeting Directors and guests, opening conference/video lines prior to the start of the meeting, recording meeting content on audio, taking notes as needed, and advancing on-screen presentations as directed.
  • Preparing a near-final draft of detailed meeting minutes in accordance with regulatory standards within seven to ten business days following each meeting and submitting the draft to all necessary associates to review their sections of the meeting for accuracy and editing. Submitting the edited draft to the Corporate Secretary for final review and editing no later than two weeks prior to the next meeting.  
  • Tracking meeting attendance for Director’s compensation and stock grant awards. 
• Facilitates communications as requested with Directors, Shareholders and clients.
• Scheduling and coordinating meetings, lunches, or receptions for the Bank’s Emeritus Directors, Jackson Advisory Board, and Shareholders.
• Coordinates the meeting logistics and details for the annual Shareholder meeting, including preparation and distribution of the proper notices and proxy statement, recording votes, preparation of the meeting agenda and script, opening the video conference line/phone lines prior to start of the meeting, and preparation of the meeting minutes.  
• Facilitating the preparation, printing, and mailing and distribution of the quarterly shareholder letter, cover letter and any supporting materials. 
• Answers direct calls and emails from shareholders and is responsible for getting their questions and concerns to either the CEO or associates in the Finance and Accounting area for additional assistance. 
• Supports Bank Leadership with scheduling and coordinating meeting space and meals as needed for Directors’ Loan Committee and Trust Committee meetings. 
• Promotes the values and beliefs of First Commercial Bank.
  • Continually enhances how we communicate and connect with associates in support of our company values and beliefs.
  • Delivers and models an exceptionally high level of service to First Commercial associates. 
• Performs other duties as assigned.

Qualifications:
Requirements:

• Bachelor’s degree in finance, accounting or business preferred.
• Minimum of three to five years of job-related experience in either the banking/financial industry or a regulatory environment.
• Excellent written and verbal communication skills.
• Ability to maintain confidential information.
• Excellent interpersonal skills and high level of self-awareness.
• Advanced knowledge of Microsoft Word and Excel.
• Well-developed organizational skills.
• Ability to prioritize tasks and manage multiple deadlines.
• High attention to detail.
• Ability to work in a fast-paced environment.

Physical Demands:
The physical demands described are representative of those that must be met by an associate to successfully perform the essential functions of this job.  Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions.  While performing the duties of this job, the associate is frequently required to stand or sit; kneel, stoop, or squat; use hands or fingers to handle or feel objects, tools, or controls; reach with hands and arms, and talk or hear.  The associate is occasionally required to walk.  The associate must occasionally lift and /or move up to 25 pounds.  Specific vision abilities required by this job include close vision, peripheral vision, depth perception and the ability to focus. 

Work Environment:
The Bank’s professional working environment requires associates to communicate effectively, both verbally and in writing. Associates must demonstrate strong interpersonal skills when working closely with internal business partners and external clients. Associates may be exposed to confidential and propriety information within the working environment, therefore, must always uphold confidentiality. Due to the possibility of being exposed to high-risk situations (i.e., robbery), detailed instructions and procedures must be always followed to safeguard the Bank’s associates, clients, and assets.