Executes the function of the Corporate Secretariat in accordance with the Companies Act, King Reports, Public Finance Management Act and other related legislation to ensure that the Board functions effectively in accordance with good corporate governance and complies with statutory and regulatory requirements.
Key Performance Areas:
Internal Business Processes:
- Provide an advisory service within the organisation on matters of ethics, good corporate governance, compliance and legal matters particularly on matters relating to PFMA, Companies Act and King Reports to ensure the company operates within acceptable governance principles.
- Oversee of the Company Register maintenance to ensure compliance with the Companies Act and the PFMA.
- Manage the appointment of the Company Secretary to international subsidiaries and monitor the Company Secretary’s performance in terms of administering the local subsidiary to ensure compliance to the country’s specific legislation and harmony with the PFMA.
- Oversee the compilation of Board, subsidiaries, committees and EXCO’s agenda and packs and review the content to ensure required standard and quality to facilitate the EXCO and Board decision making process.
- Lead the execution of the incorporation, formation, registration or de-registration of new Companies and Branches both locally and internationally to ensure the smooth termination of projects.
- Manage the maintenance of the company’s governance manual by developing and maintaining policies and procedures on governance related issues to ensure information is up to date and relevant and adheres to good governance practices.
- Provides strategic direction to the secretariat function to ensure the seamless operation of the Board and EXCO and meeting company strategic objective.
- Attend and record the proceedings of the Board, subsidiaries, committees and EXCO to ensure adherence to good governance and keeping of company records.
- Oversee the maintenance of information, both manually and electronically and complete all documentation and file according to ISO standards to ensure up to date company records in compliance with the Companies Act and available records for audit purposes.
- Liaise with external auditors regarding the conducting of statutory audits to ensure compliance with the relevant legislation.
- Lead and provide input into the preparation of the non-financial section of annual financial statements to ensure the report complies with the Company Act.
- Implement SHEQ, good housekeeping and general office procedures and record any incidents to ensure that the workplace is kept clean and safe for operation at all times and to ensure that ISO requirements are met.
- Lead, prepare, and monitor the Secretariat budget to ensure funds are optimally utilised in achieving the company objectives.
- Manage and participate in (multi-disciplinary) projects where governance, registration or deregistration of subsidiaries and branches, sale of assets is required to ensure the smooth termination of projects.
- Manage relationships with the Board as well as shareholders to ensure compliance to good governance.
- Lead the interface with external service providers supplying company secretariat and related services to ensure guidance is received to enhance good governance.
Learning & Growth:
- Manage the development and implementation of a personal learning and growth plan to ensure continued development.
- Oversee the induction of new and inexperienced directors and executive management on their roles and responsibilities, legislative and regulatory requirements and standards, and develop mechanism for continuous education and training for all board members in order to improve and maintain the effectiveness of the entire board.
- Manage the performance, development and implementation of subordinate learning and growth plans to ensure ongoing learning and development.
Internal Business Processes:
- Management not respecting deadlines.
- Availability of directors and executive management when scheduling induction, meetings, travel.
- Able to get the EXCO and Board pack material in on time to ensure sufficient time for quality review of content.
- Dealing with unknown changes in budget.
- Managing board members expectations and governance.
- CEO and President: Provide status reports, performance objectives and feedback.
- Executive Members: Advisory Service.
- Corporate Secretariat team: Objectives, meeting dates, tracking and giving performance reports, performance feedback.
- Directors: Advisory Service.
- Internal auditors: Governance and compliance reporting and information.
- Senior Management: Advisory service, gathering of EXCO and Board pack information and updating of information.
- Chairman of the Board / Board Members: Governance, Advisory, Meetings, Logistics and Administrative related issues.
- Shareholder (CEF): Reporting and information.
- Auditors: Governance and compliance reporting and information.
- Service Providers (Local and International): Status Reports on Secretariat work in foreign subsidiaries.
- Government: Liaison on governance and reporting issues.
Experience & Qualifications Required:
- A Degree in Law/LLB
- An ICSA certification would be an added advantage
Min 4 to 5 years’ experience in the following:
- Advisory services on governance and statutory matters.
- Administration and maintenance of Subsidiaries both local and International.
- Registration of subsidiaries and branches (Local and International).
- Assist with the development of policies and procedures.
- Timing of issuing of resolutions.
Knowledge & Competencies:
- South African Legislation relating to SHEQ (e.g. Mine Health and Safety Act and Occupational Health and Safety Act etc.)
- Relevant ISO standards
- Public Finance Management Act
- Company Law
- King Reports
- International Law
- Petrochemical Industry
- Treasury regulations
- Protocol on Corporate Governance
- Corporate Governance and Compliance
- Legislative landscape and environment relevant to the Organisation
- Organisational Core Competencies
- Corporate citizenship
- Harmonious relationships
- Managerial / Leadership Competencies
- Strategic thinking
- Strategic decision making
- Strategic planning
- Planning and organising
- People management
- Gaining commitment
- Building partnerships
- Building strategic working relationships
- Executive Coaching
- Functional / Technical Competencies
- Emotional Intelligence
- Legal Writing
- Minute taking
- Report writing
- PC literacy
- Stakeholder management
- Verbal communication
- Written communication
- Formal presentation
- Business acumen
- Behavioural Competencies
- Analytical ability
- Quality orientation
- Stress tolerance