Purpose of the Job:
- Provide direction and leadership to ensure that the standards of corporategovernance are met and that the Board and Directors fulfill their statutory requirements.
RESPONSIBILITIES (BUT NOT LIMITED TO THE FOLLOWING):
- Drives the Department’s Corporate Governance Strategy
- Define the strategic role of Corporate Governance in the overall strategy of the organisation.
- Manage the effective execution of the Board Resolution matrix.
- Ensure timeous dispatch of Board Packs.
- Provide consultative support to managers and board on all governance matters.
- Ensure cohesive governance and risk management policies are in place to clearly define responsibilities, processes, delegations, and decision-making powers; and to fully comply with organisational, business, tax and regulatory requirements.
- Works with peers to improve operational systems, processes, and policies to support management reporting, information flow and management, business processes and organisational planning.
- Lead the Department and oversees its functions, resources and outputs including business and financial management, human resource management, facilities, information, and communications technology (ICT), and office administration.
Provide Effective Support and Guidance to the Board of Directors and EXCO
- Ensure the schedule of board, board committee and management committee meetings forthe year are prepared.
- Ensure the agendas for all meetings in conjunction with the chairperson and key executivesare formulated.
- Ensure board packs and information are distributed to all relevant parties before themeeting as stipulated in the various Committee TOR and Board Chatter.
- Ensure accuracy of meetings and timeous distribution as stipulated.
- Advise and assist directors with respect to their duties and responsibilities.
- Continuously review all legislative, regulatory and corporate governance developments that might affect the company’s operations and ensure the board and management committee isfully briefed.
- Ensure that board resolutions are communicated to management and issues from management are referred to the board where appropriate.
- Induct new Directors and arrange for skills development for inexperienced directors
- Monitor the performance and effectiveness of the board.
- Effective secretarial support provided, arrange, and manage Board training.
- Ensure that minutes of board meetings are kept and filed according to legislation.
- Ensure effective communication between the board and management.
- Coordinate Annual performance appraisals.
Ensures Compliance for all Statutory and Regulatory bodies
- Ensure that statutory deadlines are met, and that the statutory and regulatory disclosuresare validated.
- Interact with key stakeholders including amongst others: Shareholder, Board, andExecutive
- Committee as prescribed by the King IV Report on Corporate Governance.
- Comply with all the statutory provisions of the Companies Act, including the lodgment of all documents with the Companies and Intellectual Property Registration Office
- Maintain and update company register of members.
- Ensure compliance with the company’s Memorandum and Articles of Association andeffecting any changes to meet the needs of the company.
- Collate information from relevant departments and prepare quarterly, mid-year and annual report for distribution to all stakeholders.
- Co-ordinate the publication and distribution of the company’s annual report and accounts in consultation with directors.
- Certify the annual financial statements of the company by ensuring that JOSHCO has lodged all returns required of a public company and that all these returns are true, correct and up to date.
- Ensure that all letterheads, notices and other official stationery and publications of the company display the correct name of the company, registration number, registered office and names of the directors and company secretary.
- Ensure a compliant culture within organisation.
- Statutory registers, books are maintained, statutory returns timeously lodged per legislation.
- All company performance reports are timeously prepared and submitted.
Provide Legal and Contractual Support to the organization.
- Draw up all contracts and agreements for the company.
- Monitor implementation of agreements e.g., Service Level Agreements with JOSHCO.
- Liaise and follow up with service providers (legal).
- Ensure legal actions are instituted where appropriate.
- Advise management on legal matters.
- Perform any other functions as might be required.
- Contracts and agreements meet legal requirements.
- Ensure parties adhere to agreements.
- Prompt legal action taken e.g., defaulters, illegal occupancy etc.
Efficient Records Administration
- Ensure all contracts and agreements are kept in safe custody.
- Ensure that duplicate copies of critical documents are held offsite as part of a disasterrecovery programme.
- Oversee development and implementation of records administration system.
- Maintain the Company’s record repository in terms of the National Archives Act 43 of 1996 and other policies of Johannesburg Social Housing Company.
- Implementation of archiving policy and procedure.
Effective Risk Management
- Identify risks in Corporate Governance including company records and legal is exposed to.
- Implement appropriate risk management strategies.
- Report on risk management.
- Appropriate risk management strategies implemented.
Effective Financial Management
- Develop Corporate Governance budget in line with operational plan.
- Report on financial performance of Corporate Governance.
- Monitor Corporate Governance expenditure against the budget.
- Compile and manage budget for the Department.
- Financial systems implemented.
Ensure all Policies, Procedures and Systems are relevant
- Review of all company policies and procedures to ensure compliance with legislation andensure good governance.
- Oversee development, implementation and review of good governance control systems,policies and procedures.
- Best practice policies, systems, and procedures in place.
- Company policies, procedures, and systems compliant with legislation and ensure good governance.
Oversees staff performance and conducts managerial responsibilities.
- Orientate and induct all new staff.
- Allocate work to staff and define performance standards.
- Implement staff development processes.
- Implement appropriate HR policies and procedures as required.
- Skilled and motivated workforce.
- Signed Performance agreements.
- Performance reviews implemented with staff.
- Staff development plans designed and implemented.
- Implemented appropriate HR policies and procedures.
MINIMUM EDUCATIONAL QUALIFICATIONS:
- LLB or BCom Law or Chartered Institute of Secretaries (CIS) Qualification or any other relevant and equivalent qualification supported by a formal qualification as Chartered Company secretarial
- Admitted Attorney/Advocate is an added advantage
- A Masters in Law or Public Administration will be an added advantage
- A Certificate in MFMA or the ability to acquire it within the first 18 months of employment
SKILLS, KNOWLEDGE, AND EXPERIENCE REQUIRED:
- Minimum of 8 years’ experience in legal services or Company Secretariat environment ofwhich three 3 years should be at management level
- Experience COSEC role, with Board support and interface is important
- Acquired skills in document management, the latest approaches overall Board management
- Completed the IDoSA or CISA courses will be an advantage
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