Secretary to the board&supervisory board, Utrecht

Are you our new corporate secretary to the boards? Genderness Seeks An Experienced, Independent Corporate Secretary Who Supports The Board Of Directors And— Where Applicable — The Supervisory Board With Governance, Decision-making, Documentation, And Compliance, Fully Aligned With

Governance Code for Healthcare (Governancecode Zorg) 2022

Wtza (governance structure, transparency, annual accountability)

IGJ frameworks (“Good Governance”, information position, quality&safety)

Statutes and internal Board and Supervisory Board Regulations

Annual plans, audit cycles, and decision-making procedures of all entities and foundations

The contractor ensures that the Board and Supervisory Board can function effectively, professionally, and lawfully, with high standards of integrity and confidentiality.

Scope of work The Secretary supports both governance bodies with optimal decision-making, documentation integrity, and legal compliance.

Support to the Board of Directors (Bestuur) Drafting, coordinating, and distributing agendas, documents, and briefing notes. Preparing and minuting all Board meetings. Monitoring and tracking action items. Advising on governance processes, legal compliance, and correct application of internal regulations. Supporting the CEO with documentation for IGJ, auditors, and external parties.

Support to the Supervisory Board (RvT) Preparing RvT annual calendars and meeting cycles. Preparing meeting material, decisions, resolutions, and evaluations. Drafting, finalising, and archiving RvT minutes.

Supporting annual RvT self-evaluation&board effectiveness review. CEO evaluation. Remuneration documentation. Quality&safety oversight cycle

Ensuring statutory checks approval moments (e.g., begroting, jaarrekening, strategie). conflicts-of-interest assessments. integrity filings. compliance checks with statuten-bound duties

Cross-Governance Responsibilities Maintain an integrated governance calendar. Guarantee secure, NEN7510‑aligned document distribution. Ensure GDPR‑compliant archiving&controlled access.

Support preparation for IGJ assessments and information requests. Financial audits. Quality and safety audits. Annual reports and public accountability documents

Safeguard correct application of the Statuten, Reglement Bestuur, Reglement RvT, including escalation procedures.

Required Qualifications

Minimum of 5 years' experience as a Corporate Secretary / SB Secretary in healthcare or the semi‑public sector.

Governance experience with multiple‑entity structures (foundations and BVs).

Demonstrable and extensive knowledge of: Governancecode Zorg 2022, Wtza governance obligations, IGJ's framework for "Goed Bestuur", quality&safety governance, Dutch corporate and healthcare governance principles and Statutory procedures around decision making, reporting&accountability

Experience in preparing governance documentation for audits and regulatory bodies.

Excellent minute-taking: structured, fact-based, legally sound.

Strong Dutch– and English – writing skills (Genderness operates bilingually).

Ability to advise Chairs and the CEO neutrally and professionally.

Strong ability to structure work, manage processes, and prepare legally accurate documentation.

Able to maintain confidentiality at the highest standard.

Strong awareness of gender diversity, cultural nuance, and inclusive communication.

Confidentiality/NDA required.

Certificate of Conduct (VOG– healthcare) required (or willingness to obtain).

What We Offer

Renumeration: to be agreed

Invoicing: monthly in arrears

Specification: by hour and by governance component

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