Company Board Secretary

Company Board Secretary (Cape Town) - 12 Months Contract

The resource will be expected to perform the following:

• Provide internal support to the Executive and stakeholders
• Provide general legal advice and guidance for the client to Administrator on their rights, duties, responsibilities, obligations and powers in line with Corporate Governance prescripts and good practice.
• Advise and guide the Board Executive Committee (EXCO) and management Committee (MANCO) to ensure compliance with all legislation relevant to the nature of clients operations
• Review legal agreements and provide legal advice when required
• Implement and maintain effective risk management and control programs
• Conduct legal compliance regulatory risk analysis and create the compliance register. Supervise and manage the Board and Committee activities.
• Attend to Sub-Committee meetings.
• Maintain statutory records and registers.
• Manage all Administrator correspondence by collating information and writing Board reports.
• Communicate Board decisions to relevant stakeholders.
• Provide advise with regard to statutory services and requirements
• Manage Board and Executive communications and ensure implementation of unit requirements.
• Draft the annual Board calendar in consultation with the Chairperson and Chief Executive Officer and ensure it is presented and approved the Board each year. Schedule all Board and Sub-Committee meetings based on statutory requirements as and when required.
• Schedule all Executive Board meetings monthly.
• Schedule other quarterly Board meetings as and when required by the Committee. Manage and oversee the calendar of Committee members.
• Implement and maintain procedures where relevant.
• Develop and review of Board, Committee and secretarial policies and procedures as well as all other governance frameworks that regulate the functioning of powers of the Board, Committees and Management Committees.
• Perform Board Committee and Sub-Committee administration. Arrange for external training / briefing sessions as well as induction for new Board and Sub- Committee members
• Draft and update Board and Sub-Committee Charters, Codes, Policies and Terms of Reference.
• Design the workplan for each Board Sub-Committee at the beginning of the year to ensure compliance with relevant statutory requirements and the terms of reference deliverables.
• Ensure the workplan is reviewed and approved by the Committee.
• Organise and prepare agendas and meeting packs.
• Ensure minutes are taken for Committee meetings.
• Ensure resolutions and actionable items are accurately recorded and followed. Compile meeting packs for the Board and its Sub-Committees.
• Coordinate and monitor the implementation of Board resolutions.
• Issue appointment letters to the newly appointed Board co-opted members and Board Sub-Committee members.
• Follow up on matters arising from previous meetings to ensure that they have been actioned and given feedback to the Board.
• Compile a record of Board member remuneration based on meetings attended by members, an hourly and day rates of Board members.
• Complete the individual pay form and send to the Board members for signature. Send the signed individual pay forms for approval and payment.

Qualifications & Experience

• Minimum NQF Level 8 in Law/LLB qualification.
• Must be affiliated with Chartered Governance Institute of Southern Africa (CGISA)
• Minimum of 10 years’ experience in public or private governance, with at least 5 years in a senior leadership or Company Secretary role within a Schedule 3A public entity or similar institution.

Application Question(s):

• Please indicate your Hourly Rate and availability?

Education:

• Honours (Preferred)

Experience:

• public or private governance: 10 years (Required)
• senior leadership or Company Secretary role: 5 years (Required)

License/Certification:

• Chartered Governance Institute of Southern Africa (CGISA) (Required)

Work Location: Hybrid remote in Cape Town, Western Cape