Head of Governance

We are looking for a Head of Governance who brings governance across the whole group together in one role. The successful candidate builds and runs the group governance framework, makes sure each of our investment practices knows and meets its regulatory and corporate obligations, and safeguards the independence of the compliance function of our regulated fund management business. The role is also the group's German-language lead for governance and compliance, in particular for our activities in Munich. Its scope spans all of Egeria's practices across the Netherlands, Germany, Luxembourg, the United States, and Switzerland, including governance, conflicts of interest, and sanctions/KYC topics, as well as the relationship with our external compliance partners in the Netherlands, together with the Head of Compliance based in the Netherlands.

Key Responsibilities

Group governance framework

• Design, implement, and maintain the group governance framework: policies, delegations of authority, decision rights, and the Group Governance Handbook.

• Support the Board of Directors in meeting its non-transferable duties under Art. 716a of the Swiss Code of Obligations, including organization, oversight, and risk management.

• Keep governance documents of group entities aligned with each other, including shareholders' agreements, intra-group SLAs, and the compliance charter.

• Monitor the requirements for a mandatory supervisory board at the regulated fund management business and prepare the Board's review of the concentration of roles.

Conflicts of interest and allocation

• Own the group conflicts of interest and allocation policy between our third-party funds and our balance-sheet investment practices.

• Maintain the group conflicts register and ensure conflicts are identified, documented, and resolved before decisions are taken.

• Work with the Head of Compliance, who remains responsible for conflicts and allocation within the regulated fund management business.

Regulatory mapping and status checks

• Map the regulatory position of every practice and entity in the Netherlands, Germany, Luxembourg, the United States, and Switzerland, and keep it up to date.

• Run regulatory status checks for Germany, Luxembourg, the United States, and Switzerland including the US status of co-investment structures and the oversight of an external Luxembourg AIFM.

• Coordinate external counsel in each jurisdiction and ensure their advice is documented and acted upon.

Sanctions, KYC, data protection and tax for the non-regulated practices

• Set group standards for sanctions screening and KYC of counterparties across the non-regulated practices.

• Oversee data protection and tax governance topics together with Legal & Tax, without taking over first-line tasks from the business.

Regulatory coverage of Germany, Luxembourg, Switzerland, and the United States

• Ensure compliance and governance coverage of projects with a regulatory angle in Germany, Luxembourg, the United States, and Switzerland.

• Cover German-language matters for the regulated fund management business as a documented service: regulatory contact, German host-state rules (including German AML law), training, and monitoring in Munich and Berlin.

• Prepare regulatory notifications outside the Netherlands where needed. Accountability for regulatory compliance of the regulated fund management business however remains with the Head of Compliance.

Collaboration with the Head of Compliance

• Act as a functional sparring partner to the Head of Compliance.

• Set group-wide compliance methodology and training, and provide senior support in dealings with partners and authorities.

• Together with the Head of Compliance, manage the relationship with the external compliance partner in the Netherlands.

• Respect the independence of the compliance function: compliance findings remain with the Head of Compliance, and the role does not act as compliance officer of the regulated fund management business.

Reporting

• Report regularly to the Board of Directors and the Audit Committee on group governance, conflicts, regulatory developments, and open findings.

• Escalate directly to the designated independent non-executive Board member where a matter involves the Chief Legal & Tax Officer, Executive Management, or the Executive Chairman.

What We Offer

• A senior role with direct access to the Board of Directors and the Audit Committee, and real impact on high-level decisions and strategic projects.

• The opportunity to shape the role and build the group governance framework across an international investment group.

• An international remit spanning five jurisdictions, with regular time in Amsterdam, Boston, Berlin, and Munich.

• A long-term perspective in a family-owned, entrepreneurial investment group.

• A collegial, collaborative, and supportive working environment in our offices.

• Competitive salary and benefits, including an attractive pension plan.

Requirements

• Master's degree in law, preferably with a focus on corporate or financial markets law; an additional compliance or governance qualification is an advantage.

• At least 15 years in governance, compliance, or legal roles in private equity, asset management, or a regulated financial group, including a leadership role.

• Proven experience across several jurisdictions, ideally the Netherlands, Germany, Luxembourg, the United States, and Switzerland.

• Experience reporting to boards and audit committees and dealing with regulators.

• Strong knowledge of AIFMD (including AIFMD II delegation rules), German investment and AML law (KAGB, GwG), and BaFin supervisory practice.

• Knowledge of Swiss corporate law and governance; working knowledge of Dutch financial regulation (Wft, Wwft), SFDR, and DORA.

• Experience with conflicts of interest frameworks in groups that combine third-party funds and balance-sheet investing.

• German at native or near-native level and business-fluent English (both required); Dutch is an advantage.

• Independent and firm: willing to challenge partners, executives, and owners, and to escalate when needed.

• Pragmatic and proportionate: builds frameworks that fit a family-owned, entrepreneurial group.

• Trusted adviser and people manager who gives the Head of Compliance standing and backing.

• Willing to travel regularly to Amsterdam and Munich.