Company Secretary X2

1 week ago

Pretoria, South Africa Exxaro Recruitment Full time

**Job Advert Summary**:
**PURPOSE**:

- To provide corporate secretariat and governance services to Exxaro Resources Limited, including its subsidiary companies, the Energy business and to various committees.
- To provide support to the Group Company Secretary and Assistant Group Secretary by executing internal business processes and various legal, risk and compliance operations within the Company Secretarial unit.
- To conduct and continuously improve company secretarial, record keeping, advisory and administrative services.
- To provide relevant and specialised support and advice to applicable stakeholders.

**Minimum Requirements**:
**QUALIFICATIONS**:

- Chartered Secretary (Essential/Minimum)
- BA (Hons) Law (Essential/Minimum or)
- BCom (Hons) Law (Essential/Minimum or)
- LLB Bachelor of Law (Essential/Minimum or)
- BComm LLB (Essential/Minimum)
- Certificate First Line Management (Essential/Minimum)

**EXPERIENCE**:

- 8-10 years Proven Company Secretarial experience with sound knowledge and understanding of corporate law and corporate governance. - Strong communication and administration skills.
- Ability to ensure team alignment through key messages and concise reporting to the Board of Directors and relevant Committees.
- Proven ability to serve as a trusted advisor to the Board, and to maintain objectivity and discretion. (Essential/Minimum) Management

**REQUIREMENTS**:

- Psychometric Assessment (Essential/Minimum)
- Certificate of Fitness (Essential/Minimum)

**Duties & Responsibilities**:
**Business Performance and Operations**
- Accountable to provide a comprehensive corporate secretariat and governance service to Exxaro Resources Limited, including its subsidiary companies, the Energy business and the following committees:

- Energy Executive Committee
- Energy Supervisory boards
- Group Investment Committee
- Group Executive Committee on a rotational basis
- Full meeting coordination: prepare agendas, minutes, action reports, facilitation
- Manage statutory records in accordance with legal and regulatory requirements.
- Maintain a resolution register and ensure that the board’s decisions are communicated efficiently to achieve prompt and full implementation.
- Draw up, implement and monitor policies to achieve effective internal control arrangements, ensure compliance with corporate governance standards, codes and protocols.
- Produce relevant, accurate and on time key stakeholder information
- Preparation and distribution of: Notices of meetings; Agendas and papers - deciding on and setting the agenda for review by the chairman, raising matters for discussion; Resolutions and properly recorded minutes of meetings
- Arrange, organize and attend respective meetings.
- File annual returns, facilitate notarisation of documents and lodging of accounts.
- Update and maintain the profile of the company and its subsidiaries with CIPC.

**Compliance, Governance and Assurance**
- Advise the board and relevant stakeholders in the organization on matters of good governance and changes in legislation.
- Drafting of SENS announcements.
- Submission of documents to regulators, i.e., Companies and Intellectual Property Commission.
- Ensure all companies/committees for which the corporate secretariat and governance service is provided is fully compliant with applicable Companies legislation.
- Assist Group Company Secretary in ensuring compliance with the Companies Act, JSE Listings Requirements, Memorandum of Incorporation, King VI and other relevant legislation including Promotion of Access to Information Act (PAIA), Financial Markets Act (FMA) etc.
- Update the Corporate Governance Framework to ensure it is aligned to any amendments to legislation.

**Customer, Stakeholder and Client Relationship Management**
- Provide strategic advice and guidance on processes and policies to be followed, as well as delegated authority and required governance in general
- Support and guide the chairman and the members as to their roles and responsibilities.
- Inform directors of legal and regulatory aspects relevant to or affecting the company and report any non-compliance.
- Provide relevant and specialised support to applicable stakeholders.
- Meeting and document support for offshore companies

**Internal Business Processes, Admin& Document Control**
- Assist Assistant Group Secretary in preparing and managing Departmental budget.
- Assist Group Company Secretary with preparation of memoranda informing board and board committees of governance information.
- Assist Group Company Secretary and chairmen of committees with relevant research as requested.
- Produce and update board committee charters for which accountable, produce and update subsidiary board charters, terms of reference and annual work plans.
- Provide guidance and support to management committee on governance matters.
- Assist auditors during statutory audit.
- Contribute to the governance and continuous professional development of directors.
- Contr

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