Consultant – Company Secretary at MTN

Mission/ Core purpose of the Job

• Provide Company Secretarial support to the operating subsidiary’s various committee’s (Capex Steering Committee, Tender Review Forum, Operations Committee, Credit Committee, etc.)
• Advising committees and management of any statutory/regulatory and corporate governance developments.
• Ensuring that the company complies with all regulatory requirements as well as JSE Listings Requirements and all other governance frameworks.
• Ensuring that subsidiary companies are in good standing and facilitating the appointment, removal of directors and statutory filings directly or through the managing agents

Key Performance Areas: Core, essential responsibilities / outputs of the position (KPA's)

Key Deliverables

Company’s compliance with legislative and corporate governance requirements

• Ensuring effective and well-co-ordinated governance structures across all Operating subsidiaries (Opco’s).
• Ensuring the Group compliance with the JSE Listings Requirements including preparation of the annual JSE Compliance Certificate.
• Reviewing and updating of all governance documents (e.g. Memoranda of Incorporation, Board and committees’ terms of references) to ensure alignment with the regulatory changes.
• Effective standardisation and harmonisation of processes within all Opco’s.
• Coordinating reviewing all Opco’s governance documents and frameworks (e.g. Articles and Shareholders Agreements etc).
• Ensuring that the King III Report, the Companies Act and the JSE Listings Requirements are fully implemented in the Group and Directors are made aware of the changes.
• Ensuring that effective governance processes are implemented and followed by the board and management.
• Annual reporting: ensure adequate disclosure in accordance with relevant requirements.
• Facilitating communication to directors and management regarding any new legislative and corporate governance development.
• Preparation of annual declaration of director’s interests including Opco’s directors.
• Updating and ensuring effective use of proper letterheads and mailing distribution lists.
• Overseeing compliance with the Companies and Intellectual Property Commission (CIPC) matters

Company Secretarial Support

• Prepare meeting agendas are prepared in advance and discussed with the Assistant Group Company Secretary/Chairman for sign off.
• Supervise effective well-coordinated logistical arrangements for directors by the administrator.
• Effective circulation of papers to be presented to the meeting.
• Source submission from all relevant stakeholders.
• Attendance of meeting, proper recording of minutes and preparation of action points within reasonable period after each meeting.
• Ensure timeous circulation of meeting packs.
• Ensure transmission of correspondence regarding meetings.
• Prepare resolutions for approval at meetings or by round robin.
• Prepare and present governance related matters to the board/committee.
• Supervise all the logistical preparations for meetings.
• Ensuring that the year planner is up to date and timeously circulated to all to all stakeholders.
• Ensuring that all issues raised and agreed at the forums are implemented and communicated to all OpCo’s Cosec.
• Coordinating all projects that affect OpCo’s including reviewing of articles and related governance structures.
• Supervise matters to be communicated to various stakeholders.
• Provide advice, guidance and coaching to Company Secretarial Co-coordinators.
• Perform various functions assigned by Group Secretary and various issues from internal customers including request for information and documents.
• Ensuring proper maintenance of the filing system.
• Facilitating the registration of new entities and monitoring the registration status.
• Overseeing the administration of non-executive directors’ fees and settlement of expense claims.
• Overseeing that directors travels are been done appropriately by the administrator.
• Timeous preparation of proxies.
• Timeous circulation of resolutions.
• Providing support and guidance to Opco Company Secretaries.

Job Requirements (Education, Experience and Competencies)

Education:

• A 3-year Academic qualification (CIS/Bachelor’s Degree in Commerce/Legal)

Experience:

• Minimum of 5 years doing secretarial work and corporate governance.

 Competencies:

• Management skills
• Finance skills
• Business communication
• Corporate governance principles, etc
• JSE Listings Requirements

 Behavioral qualities

• Accountable
• Adaptable
• Agile
• Collaborative
• Culturally aware
• Innovative