Company Secretary at Sun International

Job Purpose

The Company Secretary, as an administrative officer of the company in relation to various subsidiary boards within Sun International, is responsible for being a central point of contact for communication between the board of directors and company shareholders and the repository of governance knowledge and advice. The role will also provide designated directors of the company collectively and individually with guidance as to their duties, responsibilities and powers; make the directors aware of any law relevant to or affecting the company; as well as drafting and maintaining the necessary statutory and constitutional documentation to enable strategic business decisions, with the aim of ensuring high standards of corporate governance in alignment with King IV and adherence to legal and regulatory requirements in terms of Company Law, in a manner which fully protects the group’s and subsidiaries’ interests and manages associated risk.

Education

• LLB Degree and Admitted Attorney
• Membership with Institute for Chartered Secretaries of South African is preferred

Experience:

• Minimum 5 years’ experience as an Assistant Companies Secretary within a corporate environment
• Confident, proactive and presentable professional who is action-oriented, self-directed, and displays experience in working with high level executives and Board members.

Skills and Knowledge

• Advanced written and verbal communication skills
• Proficient skills in MS Office and CIPC system requirements
• Working knowledge and application of the Company Act
• Working knowledge of company structures and constitutions
• Drafting of correspondence
• Corporate governance
• Working knowledge of Legislation and Regulations around the gaming and hospitality
• Risk Reporting
• Business & Financial Acumen
• JSE Listing requirements

Key Performance Areas:

• Analyses and researches the implication of laws, legislation, etc. that may affect Sun International and its subsidiary companies; and updates templates, policies, board charters, terms of reference, memoranda of incorporation and shareholder agreements to reflect current legal trends, amendments and legislation
• Drafts company constitutional documents and company related contracts (i.e. shareholder agreements), correspondence and undertakings
• Review policies, processes and practices across Sun International operations in line with King IV principles and identity risk areas on regular basis
• Compile, update and record a register of guarantees, company registers, share certificates and title deeds  
• Be familiar and monitor company and subsidiaries’ decisions and activities to ensure they act within the scope of their mandates constitutions, standing orders and other regulatory requirements; and provide advice where necessary
• Compile agendas, logistics , meeting packs and documentation for Board and Committee meetings, as well as annual general meetings
• Prepare input to Integrated Annual Reports and statutory governance reports and Compliance certificates
• Assist in the maintenance of statutory records and registers and assist with the statutory audit
• Co-ordinate and facilitate annual Company audits
• Facilitate the administration and processing of payments to shareholders (Dividends)
• Board Meeting Administration
• Organises and prepares agendas and papers for board meetings, committees and annual general meetings (AGMs)
• Updates and monitors terms of reference for board meetings, including Memorandum of Incorporations and Shareholders Agreements, advising legal.
• Follows up and tracks actions from meetings; and maintain a rolling agenda
• Maintains statutory books, including registers of members, directors and secretaries
• Deals with correspondence, collating information and writing reports, ensuring decisions made are communicated to the relevant company stakeholders
• Distributes documentation for board meetings timeously to relevant board members
• Takes minutes and drafts resolutions
• Submits annual returns of South African entities
• Conduct board evaluations for subsidiary companies including providing induction for new members around governance structures
• Oversees timeous lodgement of South African and Off-shore annual returns
• Portfolio Administration
• Prepare and update the register of shareholders and monitor and update changes in share ownership of the company
• Prepare documentation relating to preference share redemptions and preference share dividend payments, including vetting of  subscriptions agreements and addenda thereto
• Pay dividends and manage share option schemes, including overseeing the administration of share transfers and amendments to share certificates in line with board resolutions, ensuring these receive the necessary approvals
• Vet documentation relating to preference shares, including subscription agreements and addenda thereto
• Stakeholder Relationship Management
• Understands and is able to impart knowledge on relevant subject matters around the Companies Act, Constitutions and casino licence conditions
• Builds credibility through developing strong working relationships with members of designated Boards
• Acts as the first point of contact for Board members in all matters relating to governance and company administration

Equity:

Preference will be given to employees from the designated groups in line with the provisions of the Employment Equity Act, No. 55 of 1998, SISA internal recruitment policy as well as units employment equity plans.