Company Secretary

2 weeks ago

Cape Town, Western Cape, South Africa Profile Personnel Full time

Well established national company search for a qualified and experienced candidate to oversee the provision of company secretariat services to Executive Management and the Board and sub-committees, ensuring compliance with all relevant legislation, corporate governance regulations and guidelines. Responsible for driving and implementing the corporate governance framework to ensure Group compliance with the applicable laws and regulations, as well as supervising the provision of legal services to mitigate any legal risk to the business.

Qualifications & Legal Requirements:

  • Minimum Qualifications: Bachelor's Degree in Law (NQF Level 7)
  • Advantageous: LLB
  • Professional certification or membership from a relevant professional body like Chartered Governance Institute of South Africa (CGISA) would be beneficial
  • Driver's License (willingness to travel required)

Experience Required:

  • Minimum Experience: 8 years' corporate governance / company secretariat experience, with at least 5 years at a management level
  • Advantageous Experience: 10+ years' corporate governance / company secretariat experience, with 6+ years at a management level

Position Description:

Company Secretariat (Board and Opco):

  • Prepare the annual Board and Opco calendars in consultation with the Board Chairperson and the CEO
  • Prepare meeting agendas and document packs for all Board, Committees, Sub-Committees, and Opco meetings
  • Distribute notices and agendas of Board and Opco meetings to each Member
  • Attend meetings to ensure legal requirements are met
  • Record minutes accurately and distribute them to members
  • Facilitate responses and feedback on agenda items from previous meetings

Corporate Governance:

  • Offer guidance to Board Members on their duties, responsibilities, and powers
  • Keep Board Members informed about relevant laws affecting the Group
  • Report any failures to comply with company rules or legislation to the Board
  • Ensure proper appointment procedures for Board Members
  • Assist in training and educating Board Members on governance responsibilities
  • Maintain open communication channels with Board Members
  • Keep Board and Committee Charters updated
  • Participate in evaluating the Board and its committees

Compliance Management:

  • Oversee the compliance program across the Group
  • Evaluate and resolve compliance issues
  • Monitor compliance to laws and regulations
  • Provide guidance to management on compliance matters
  • Identify compliance vulnerabilities and develop corrective action plans
  • Stay updated on new laws and regulations
  • Ensure regulatory compliance deadlines are met

Legal Services:

  • Provide legal services ensuring all parties are informed
  • Offer legal counsel to Exco and the Board
  • Review and approve legal opinions
  • Handle litigation cases
  • Advise on litigation matters
  • Represent the company in legal proceedings
  • Guide negotiations and contract management

Budget Management:

  • Prepare Board meetings budget
  • Monitor expenses and adhere to budgetary restrictions
  • Approve expenditures within authority
  • Produce financial reports regularly

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