Company Secretary and Head Regulatory Compliance - Reporting to CEO

SUMMARY:
Company Secretary and Head Regulatory Compliance - Reporting to CEO

POSITION INFO:

The main purpose of the role is to be responsible for ensuring sound corporate governance practice, to be the repository of governance knowledge and advice, and to be the source of the company’s conscience ensuring corporate integrity takes precedence over short-term gain and personal benefit.

The role and responsibility of this role is outlined in Section 88(1) - (2) of the Act and can be summarised as follows - noting that this is not an exhaustive list.

• Providing the directors of the company collectively and individually with guidance as to their duties, responsibilities and powers
• Making the directors aware of any law relevant to or affecting the company
• Reporting to the company’s board any failure on the part of the company or a director to comply with the Memorandum of Incorporation or rules of the company or the Act
• Ensuring that minutes of all shareholders'''' meetings, board meetings and the meetings of any committees of the directors, or of the company’s audit committee, are properly recorded in accordance with the Act
• Certifying in the company’s annual financial statements whether the company has filed required returns and notice in terms of the Act, and whether all such returns and notices appear to be true, correct and up to date

• Ensuring that a copy of the company’s annual financial statements is sent, in accordance with the Act, to every person which is entitled to it
• Carrying out the functions of a person designated in terms of Section 33(3) of the Act

Key stakeholders

• CEO
• Board of Directors
• Exco
• Relevant regulatory bodies
• Internal and External Customers
• Suppliers

RESPONSIBILITIES

Finance

• Provide input into and manage cost centre forecasting, budgeting, cost management, cost optimisation and reporting

Stakeholders

• Develop and maintain good stakeholder relationships (internal and external)
• Identify trends and opportunities and communicate or escalate as required and appropriate
• Manage the delivery of internal and external stakeholder requirements and resolve escalated issues

Delivery of Processes / Projects

Strategic Alignment

• Develop the functional BU strategy aligned to group strategy,
•  Ensure strategy and goals are cascaded to the team

Initiatives/Projects For Continuous Improvement

• Identify and lead innovation by identifying efficiencies,  challenging the status quo of business processes and drive continuous improvement initiatives

Governance

• Developing strategic / business plans for the Governance function in alignment with the companies strategic objectives
• Ensure and manage the implementation of  an effective Governance framework within the organisation
• Align to best practise and KING IV recommendations
• Develop, initiate, maintain, and revise policies, processes and procedures for the general operation of the Governance Program and its related activities to prevent illegal, unethical, or improper conduct
• Monitor and report results of the governance efforts, progress and vulnerability to ensure the implementation of corrective action plans in line with the King Code and Companies Act
• Oversee the management of the Ethics Hotline.
• Design, implement and manage the organisations ethics program to ensure an ethical culture and prevent and correct non-compliance with the organisation’s code of conduct
• Keep up to date on best practices and relevant legislative changes and communicate these back to the organisation through training and awareness initiatives  for the purpose of establishing a governance culture throughout the organisation
• Ensure the effective implementation of the GRC roadmap

Internal Regulations at an Organisational Level (Compliance)

• Developing strategic / business plans for the Compliance (includes Transformation) in alignment with strategic objectives
• Developing the Information/Records Management strategy including the evaluation of existing policies and retention schedules and designing, documenting, implementing, deploying, and managing information governance best practices
• Ensure and manage the organisation implementation of an effective Compliance framework
• Ensure the organisation’s regulatory universe is maintained and managed
• Ensure the organisation complies with applicable laws and binding regulations and considers adherence to non-binding rules, standards and codes
• Effectively manage and oversee the Transformation programme within the organisation, namely:-
• manage the B-BBEE and CSI programme
•  Ensure that the companaies B-BBEE scorecard gets appropriately optimised

 Develop, initiate, maintain, and revise policies, processes and procedures for the general operation of the Compliance Program and its related activities to prevent illegal, unethical, or improper conduct

• Monitor and report results of the compliance efforts, progress and vulnerability ensure the implementation of corrective action plans
• Oversee and manage a system for uniform handling of alleged violations of legislation, rules, regulations and Code of Conduct.
• Oversee implementation of procedures for dealing with workplace hazards and injury
• Provide for law enforcement and compliance
• Oversee the conducting of internal education and training on OHS topics such as emergency preparedness
• Keep up to date on best practices and relevant legislative changes and communicate these back to the organisation through training and awareness initiatives  for the purpose of establishing a compliance culture throughout the organisation

Board, Committee and Forum Management

• Ensure effective information flows within the board and with and between board committees, and between non-executive directors and management.
• Manage board, sub-committee, forum and EXCO meeting administration
•  Assist and develop the content of the Directors induction pack
• Assist in the orientation and induction of new Directors and Members and assess their specific training needs
• Ensure the proper logistical support and orderly conduct of Board meetings
• Ensure that minutes of all statutory meetings including shareholder''''s meetings, Director''''s meetings and the meetings of any sub-committees are properly recorded and approved
• Monitor and manage relevant statutory registers, resolutions/required actions and other records associated with the Board, Committees and Forum meetings
• Ensure that all operations and activities of the Board, Committees and Management are compliant and conducted in accordance with relevant legislation and regulations, the organisation’s code of conduct, sound business practices, policies and practices approved by the Board

Compliance and Risk Management

• Policies and procedures: Develop, amend, review and implement relevant policies and procedures 
• Compliance: Ensure compliance with relevant policies and procedures, regulation and legislation
• Risk: Ensure risks are reported on and mitigated

People Management

People Process: Manage employees through the employee lifecycle including recruit, manage performance, develop and reward

Development Processes:  Build a high performance team through regular individual and team engagement sessions. Coach and develop to ensure talent retention.

Qualification/Knowledge (including most relevant field of study)

• BCom (Law) or similar legal qualification
• A post-graduate legal qualification (LLB), and an admitted attorney of South Africa would be an advantage

Experience (including relevant sector specific experience)

• Minimum 8 years’ experience with a significant portion in Governance, Legal or Compliance
• Required computer literacy level

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