Company Secretary

Position Purpose

Ambler Metals is exploring the highly prospective Ambler Mining District in Alaska which is home to some of the world's richest known copper-dominant polymetallic deposits, known as the Upper Kobuk Mineral Projects (UKMP).

The Company Secretary is responsible for supporting effective corporate governance, Board administration, statutory compliance and corporate records management. The role provides timely, accurate and confidential support to the Board of Directors, Board committees and executive leadership, ensuring that corporate governance processes, filings, minutes, resolutions and records are maintained to a high standard and in accordance with applicable legal and regulatory requirements. This role will also act as the Compliance Officer on the board Compliance Committee and ensure all contractual, regulatory and statutory requirements are met by the company.

key responsibilites:

Corporate Governance and Board Support

• Coordinate Board and committee meeting schedules, agendas, papers, minutes, resolutions and action items
• Maintain statutory registers, minute books, corporate records and governance documentation
• Support directors and officers with timely information, governance guidance and administrative requirements
• Prepare and coordinate corporate approvals, written resolutions, consents and related documentation
• Assist with annual filings, corporate registry requirements and compliance calendars
• Liaise with external legal counsel, auditors, regulators and registry service providers as required
• Support governance policies, delegations of authority and document retention practices
• Manage confidential Board and corporate information with discretion and sound judgement
• Provide administrative support for shareholder matters, corporate transactions and special governance projects

Compliance and Records Management

• Maintain a governance calendar for required filings, renewals, approvals and Board cycle deliverables
• Track Board and committee actions to completion and coordinate follow-up with responsible owners
• Support preparation of corporate documents for execution, certification and retention
• Assist with due diligence requests, corporate transactions and governance reporting as needed

Compliance Officer Responsibilities.

• This role will also serve as the compliance officer for Ambler Metals LLC and will be responsible for monitoring, coordinating, and supporting Ambler Metals' fulfillment of its obligations under the Cooperation Agreement with the US Department of War, the NANA Agreement, and the Amended and Restated Limited Liability Company Agreement of Ambler Metals LLC.
• In that capacity, the role will oversee compliance tracking, internal reporting, coordination with applicable committees and stakeholders, and implementation of policies, procedures, controls, and reporting processes necessary to support Ambler Metals' timely performance of its contractual, governance, security, environmental, anti-corruption, audit, notice, and related obligations under those agreements.

Qualifications, Skills, and Experience:

Education and Experience

• Bachelor's degree in business administration, law, governance, corporate administration or a related discipline
• 5+ years of progressively responsible experience in corporate governance, company secretarial, legal administration or executive support roles
• A minimum of 5 years' experience supporting Boards, committees, corporate governance processes, statutory records, legal administration or executive leadership in a corporate environment
• Working knowledge of corporate governance practices, Board procedures and statutory filing requirements
• Experience preparing Board materials, minutes, resolutions and corporate records
• Governance, paralegal or corporate secretary designation is an asset
• Experience in Federal financial, contracting, and accounting, regulatory compliance a plus.

Skills and Abilities

• Excellent written and verbal communication skills, including accurate minute-taking and drafting

• Strong organizational skills with the ability to manage multiple deadlines, meetings and confidential materials
• High attention to detail and ability to maintain complete, accurate corporate records
• Sound judgement, discretion and ability to work with sensitive Board and executive information
• Strong working knowledge of Microsoft Office, document management tools and Board portal systems
• Ability to build collaborative relationships with directors, executives, advisors and external stakeholders
• Ability to work independently, anticipate needs and follow through on action items
• Ability to maintain confidentiality and exercise good judgement

Working Conditions:

• This is an in-office position based in Anchorage, Alaska
• Work hours generally align with typical business hours, with occasional evening or early morning work required to support Board or committee meetings
• This position requires prolonged periods working at a desk on a computer and handling confidential documents
• Must be able to move up to 15 pounds of files, supplies or equipment at times

Reasonable accommodations may be made to enable individuals with disabilities to perform the essential functions of this position.

Please note this job description is not designed to cover or contain a comprehensive listing of activities, duties or responsibilities that are required of the employee for this job. Duties, responsibilities and activities may change at any time with or without notice.