Company Secretary

**Job Purpose**:
To act as the Company Secretary of our Client by performing the responsibilities listed below in accordance with international and national best practice and with the aim of aligning with good corporate governance principles and in compliance with the Companies Act (where appropriate) and King IV. To build out the governance structures and processes for the Payments Industry Body (PIB), which should ultimately replace our Client, in adherence to the approved PIB Design, and while retaining stakeholder support and involvement.

**Job responsibilities**:
**The Company Secretary will be responsible for the following**:

- Provide Councillors with guidance as to their duties, responsibilities, and powers.
- Make Councillors aware of any law relevant to or affecting our Client and affecting them in their personal capacities.
- Report to Council any failure on the part of our Client or a Councillor to comply with our Client’s Constitution, and legislation where appropriate.
- Assist the Nomination and Induction Committee and ensure that the procedure for the appointment of Councillors and the management of conflicts of interest are properly carried out.
- Assist in the proper induction, orientation, on?going training and education of Councillors, including assessing the specific training needs of Councillors in their fiduciary and other governance responsibilities.
- Provide a central source of guidance and advice to Council and Councillors, and within the company, on matters of good governance and of changes in governance? related policies and legislation.
- Have a direct channel of communication to the Independent Chairperson and Deputy Chairperson and be available to provide comprehensive practical support and guidance to Councillors, with particular emphasis on supporting the independent non?executive Councillors, the Chairperson and Deputy Chairperson of Council and the chairs of Council Subcommittees.
- Ensure that Council, Council Subcommittee and Company Structure Constitutions are kept up to date.
- Ensure the scheduling of all Council, Council Committee meetings and meetings of the Executive Committee for the year. The Company Secretary prepares the agendas and workplans for these meetings in conjunction with the Chairperson and/or key Executive.
- Ensure that meeting papers are circulated timeously to all Councillors to enable them to prepare adequately for these meetings.
- Take responsibility for the minutes, feedback reports and matters arising schedules for Company Council and its Committees. Minutes are to be circulated in a timely manner, after the approval of the Chairperson.
- Take responsibility for the minutes, the feedback reports and matters arising schedules for the Executive Committee. Minutes are to be circulated in a timely manner, after the approval of the Chairperson. Raise matters that may warrant the attention of Council.
- Assist the with the bi?annual evaluation of the Chairperson, Council and Councillors.
- Provide general governance advice pertaining to our Client as an entity, its compliance with its Constitution and the King IV principles.
- Design and implement our Client’s and Payments Industry Body (PIB) governance models. Engage stakeholders for the necessary support and approval for these models.
- Proactive and assertive governance management of the executive committee.
- Strong understanding of our Client’s strategy and macroeconomic strategic issues.
- Drive policy and culture change in the Company when needed.
- Accountable to our Client’s Council, and the PIB Board, when constituted.

**Qualifications**:

- An admitted attorney with academic qualification such as B Juris, B Proc or LLB or equivalent NQF level 6 qualification or higher; and/or
- A Company Secretariate qualification. Registration with the Institute of Company Secretaries of Southern Africa (ICSA) will be an added advantage.

**Experience**:

- Experience in a company secretary function is compulsory (10 years minimum)

**Knowledge**:

- Management skills and experience (people, projects and finance).

**Skills and competencies**

**Specific competencies**:

- Utmost integrity and honesty
- Team player within the team and on managerial level
- Stakeholder Relations
- Client Orientation and Customer Focus
- Analytical
- Excellent management skills
- Problem solving orientated
- Ability to work under pressure
- Flexible and ability to work in an environment
- Planning and organizing skills
- Strong communication skills