Company Board Secretary and Legal Advisor

2 weeks ago

Johannesburg, Gauteng, South Africa Vivo Group Full time

Manages Board and Committees

  • Develops the Board's Annual Work Plan
  • Prepare and issue notices of meetings timeously
  • Prepare the agenda and supporting documents for meetings.
  • Coordinate the submission of reports to the Board and committees.
  • Manages requests from the Board.
  • Ensures actions requested by the Board are undertaken by the responsible executives and reported back to the Board.
  • Formulates accurate minutes and resolutions.
  • The appointed service provider must understand enterprise risk management
  • Communicates the Board and Committee resolutions to relevant parties and prepares action sheets to this effect
  • Provides advice to the Board on the Companies Act, Electronic Communications and Transactions Act, King IV, and corporate governance compliance issues to ensure the board's effective functioning.

Legal advice and updating corporate governance policies to ensure companywide legislative compliance

  • Ensure to review/amend governance documents and contracts
  • Provide general advice on legal, governance and compliance advice to the Board and Chairperson
  • Liaise with ZADNA legal advisors and internal line managers on legal work required, litigation and other legal processes to advise the Board.
  • Develops and updates a Corporate Governance Policy Framework which includes e.g. Delegation of Authority, Whistleblowing Policy, Fraud Prevention Policy, Code of Conduct for Board and Staff, Board Charter, Committee Terms of Reference, Legislative Compliance Matrix, etc.
  • Oversees overall companywide legislative compliance requirements (Companies Act, Electronic Communications and Transactions Act, King IV) and reports on compliance/noncompliance to Board and shareholders as required
  • Develops overall companywide legislative compliance matrix and provides reports to Board and relevant stakeholders/governance structures
  • Manages compliance with the Company's Act and Electronic Communications and Transactions Act regarding the meeting documentation.

Maintains statutory registers.

  • The register of Board and Board Committee members and index thereof.
  • Minutes
  • Proxy register for ZADNA members.
  • Resolution Register.
  • Oversees lodging of the necessary Company forms with the Registrar of Companies e.g. annual returns, change of name/address, resignation of Board members
  • Retains and maintains the statutory registers for the company.

Board Training, Information Sessions and Induction

  • Arranges skills training and induction of the Board, Committee and directors where necessary.
  • Coordinates and provides training to board members on their fiduciary duties, corporate governance and relevant legislation.

Financial management of board activities.

  • Manages the budget of the Board and committees continuously in consultation with the Board Chairperson and the CEO.
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Manages the budget inclusive of:

  • Facilitation of board payments
  • Drawing up a budget for the Board related expenditure
  • Accountable for all board expenses in terms of the approved budget
  • Coordinating the board's financial planning and budget
  • Managing expenditure against the budget
  • Allocating the necessary resources appropriately.

Task Condition.

  • The appointed service provider must be able to respond to adhoc tasks as and when required.
  • Attend status meetings/progress update meetings/Management meetings to report on work done and work in harmony with the executive management team of ZADNA.

MINIMUM REQUIREMENTS

  • An LLB degree or a Company Secretarial and Governance Practice tertiary qualification
  • 8 years of Board Management experience, knowledge and understanding related to the field

Job Type:
Temporary

Contract length: 12 months

Education:

  • Bachelors (preferred)

Experience:

Board Management: 8 years (required)

License/Certification:

  • LLB or Company Secretarial/Governance Practice qualification (required)
Application Deadline: 2024/06/15

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