Overall Job Purpose To ensure that Companies comply with the provisions of the Companies Act, the JSE Listings Requirements, Banks Act, and other legislation that may be applicable to the Company.
Accountability : Corporate Governance 40%
During Board or Committee meetings, assist the Senior Company Secretary to update the Board or Committees with regards to the Corporate Governance trends.
Deliver on high quality Induction and Orientation Programmes for new Directors which are appropriate for the relevant entity concerned
Coordinate Board Training where applicable and ensure that Boards or Committees within your remit received appropriate training through the person within Company Secretariat responsible for training
Act as the primary point of contact for non-Executive Directors of subsidiary entities for which you are responsible as and when queries arise (e.
g. Director fees, scheduling of meetings; setting of agendas and so forth).
Become familiar with all aspects of governance in particular King IV and the JSE listinsg requirements and assist your manager to advise on same in respect of matters requiring SENS announcements and otherwise;
and in respect of contributions to be made to the Integrated Report.
Accountability : Company Meetings 35%
Act as the Secretary to the Board of the subsidiary entities that you are assigned to and / or relevant Committees :
Take minutes at all meetings
Attend to the drafting of meeting agendas
Coordinate the preparation and distribution of meeting packs
Coordinate the preparation of the annual meeting schedules
Post writing minutes, distribute them seven days after the meeting
Ensure that all logistical arrangements have been made in relation to venues, parking, access to buildings, stationery, refreshments, presentations, projectors and so forth.
Accountability : Shareholder Liaison (Annual General Meetings) 5%
Compile the notice of the Annual General Meeting (AGM) of the subsidiary entities that you are assigned to by ensuring that special attention is given to the following items :
Financial Statements - to give the shareholders a view of the Company's performance and for their approval of the financial statements
Appointment of Directors document - to keep the shareholders informed of the new Directors that have come in and for their approval of the newly appointed Directors
Appointment of external auditors - to keep the shareholders informed of the external Auditors that have been appointed and for their approval thereof
Rotation of Directors as per the three year rotation cycle
Timeous distribution of the notice of the AGM .
Ensure that all logistical arrangements have been made in relation to the AGM.
Accountability : Record Management 15%
Ensure that all critical documents such as minutes, resolutions, changes to directors, changes to auditors; changes to registered office, annual reports, and CM forms are recorded in the correct format as per the Companies Act and the Barclays Africa and Absa Records Management Policy and ensure lodgment thereof with the CIPC if required.
Ensure that records are kept in the registered addresses of the companies and that records are kept up to date
Ensure that all relevant records are saved on the server as indicated by your manager having regard to the confidential nature thereof.
Accountability : Director Appointment & Terminations 5%
Manage the appointment and resignation of directors with the appropriate documentation and lodgment thereof as applicable.
Education and Experience Required
NQF Level 6 : B Degree
Bachelor of Commerce (B.COM). LLB or CIS (Chartered Institute of Secretaries)
5 years relevant Governance or Company Secretarial experience
Knowledge & Skills :
Corporate Governance developments
KING CodeEfficient Minute-taking
Good Report Writing
Effective Communication Skills Interpersonal Skills
Deciding and initiating action
Learning and researching
Escalating when appropriate
Flexibilty and resilience
Adapting and responding to change
Persuading and influencing
Creating and innovating