Company Secretary

The Land and Agricultural Development Bank of South Africa (Land Bank) is South Africa's only specialist agricultural bank established in 1912, the bank's sole objective is to serve South African commercial and emerging farmers and bring specially designed financial services within their reach. These services enable farmers to finance land, equipment, improve assets and obtain production credit. The Land Bank provides financial services that have moved with the times and continues to provide services to agri-business and constantly reviews its offerings to ensure that they match the needs of an industry. As change has swept across the sector in South Africa the socio-economic makeup of agriculture has altered, bringing new entrants from historically disadvantaged backgrounds on to the land, these new farmers, facing the challenges of establishing sustainable agri-businesses across the agricultural value chain, Land Bank has been a commercial lifeline offering appropriately designed financial products that facilitate personal and commercial viability in a sector that is vital to the sustainability of South Africa and its people.

MAIN PURPOSE OF THE JOB

Provision of professional governance advisories and company secretarial support to the Boards, Board Committees, Executive Committees and Management Committees of the Land and Agricultural Development Bank, Land Bank Life Insurance SOC Ltd and Land Bank Insurance SOC Ltd.

1. Manages and Reviews the Board Structures and Skill Requirements (Land Bank, LBIC, LBLIC and management committees)

• Conduct audit of skills of members of the board to establish gaps
• Advises on new requirements on the boards, motivating recommendations
• Present the Land Bank Succession Plan to the Minister of Finance in terms of the Board of Directors of the Land Bank
• Defines the types of contributions that Board members can make based on skills

2. Board Development and Enablement

• Facilitate the induction and orientation of directors and executive management
• Create and identify talent within committees to create a talent pipeline
• Advises the Board, based on research, as to focus areas locally and globally of Boards in general

3. Legal Advisory Services and Counsel to the Board and Executives

• Provide strategic, legal and corporate governance counsel to the Boards, Board Committees, individual directors and the executive.
• Provide legal opinion and advice to the Board
• Critically evaluate and review outsourced legal opinion based on understanding of the Bank, Acts and regulations

4. Facilitation and monitoring of MD and Executive Evaluations

• Establish Board deliverables to review effectiveness
• Review the Board progress and performance against deliverables and identify gaps
• Administer, consolidate and review trends of the evaluations

5. Regulatory and Legal updates to the Board and Executives

• Keep the Board and executives up to date on developments in legislation, regulations and corporate governance practices
• Review changes on a regular basis and brief Board members on changes and how these impact the Bank and on individuals
• Advise on responses to changes required

6. Management of Legal and Administrative proceedings on behalf of the Board

• Oversee, advise on and manage legal and administrative proceedings on behalf of the board
• Prepare brief, consult with attorneys, agree on fees, ensure delivery according to instructions and manage proceedings on behalf of the board

7. Facilitation and Governance of Corporate Policies and Compliance with Regulations

• Educate the Board on specific policies
• Manage implementation and monitor compliance
• Develop corporate governance frameworks and ensure compliance

8. Facilitate Board Effectiveness

• Ensure that the Board maintains oversight of the activities of the Bank
• Maintain and promote foresight to determine and anticipate trends
• Provide insights as a Board to the Bank by digging deep into issues

9. Oversees the Provision of Company Secretarial Functions to the Bank and its Subsidiaries

• Ensure that all elements of the COSEC function are in place and complied with
• Develops and ensures compliance with Board charters and terms of reference
• Updates and implement policies implemented in accordance with Good Corporate Governance principles and relevant legislation

10. Custodian of Company Secretariat Records and Knowledge management

• Proper management of financial statements and distribution thereof.
• Influences the design and implementation of the necessary information architecture to manage information in the Secretariat Unit
• Manages the development and maintenance of the Board of Director's website.
• Ensure compliance with National Archives Act and Policies
• Ensure that knowledge is shared across the Bank and preserved

11. Manage Stakeholder Relationships

• Manages the expiry of tenure for Board members and reappointments
• Coordinates and liaises with Board members in connection with confidentiality agreements, declarations of interest, remuneration and claims
• National Treasury (shareholder), Minister, Regulators (Insurance FSB)

12. Departmental and People Management

• Performance Management
• Capacity Planning
• Financial Management

• Bachelor of Laws (LLB)
• 8 - 10 years expereince in legal governance and compliance of which 5 years should be as a company secretary in a large organisation. The Company Secretary should have demonstrated experience in corporate governance, risk management and internal controls management. The candidate must be a senior professional with managerial experience.

• Advanced Company Law
• Private and Public Sector Corporate Governance
• Financial Management
• Research and analysis
• Drafting
• Advocacy

• Extended hours as and when required
• Travel as and when required