Company Secretary-Mt4

Capricorn Group Limited - namibia

3 months ago

Company Secretary-MT4

Listing reference: capbg_000061

Listing status: Online

Apply by: 4 October 2024

Position summary

Introduction

Providing comprehensive company secretarial services to Bank Gaborone and CIHB Group of companies and committees, ensuring observance of good corporate governance principles.

Job description


1. Company Secretarial Services

  • Act as Company Secretary of Bank Gaborone and all CIHB entities as per section 161 of the Companies Act (as amended).
  • Act as Authorised Agent for Capricorn Group Limiteds Botswana registered branch.
  • Act as primary liaison with the Companies and Intellectual Property Authority (CIPA) on behalf of Bank Gaborone and all CIHB entities.
  • Management of statutory registers including share registers and directors registers
  • Filing of all statutory filings with CIPA, including annual returns and annual reports.
  • Preparation of directors or shareholders resolutions.
  • Collaborate with key stakeholders in the set-up or winding up of legal entities.
  • Ensure compliance with the Companies Act (as amended) and applicable corporate governance codes.

2. Board Secretarial Services

  • Coordinate preparation and collation of all Board and Board Committee meeting packs.
  • Coordinate Board and Board Committee meetings dates.
  • Preparation Board and Board Committee agendas and forward plans with Chairpersons and Executive Management.
  • Attendance and minuting of Board and Board Committees meetings.
  • Record, distribute and follow-up actions for Management from Board and Board Committees meetings.
  • Management of Board and Board Committees Attendance Registers and coordinating with the Finance Department on payment of Board Fees
  • Coordinate signing of governance documents by Chairpersons of the various governing structures
  • Coordinate review of Board and Board Committee self-evaluation
3. Executive Management Secretariat

  • Act as secretary of any Executive Management Committee that may be assigned by the Managing Director of Bank Gaborone.

4. Trust Secretariat

  • Act as Trust Secretary for the CIHB Group Employee Share Trust and the CIHB Group Employee Share Benefit Trust.
  • Management of the trust share register.
  • Management of the annual employee share scheme.
  • Serve as point of contact for all queries related to the employee share scheme.

5. Director Liaison

  • Serve as point of contact for non-executive directors.
  • Prepare induction programme for new board members.
  • Ensure directors are informed of all relevant legislation.

6. Shareholder Liaison

  • Serve as point of contact for shareholders.
  • Preparation and distribution of annual reports (where relevant).
  • Coordination and management of shareholder meetings, including Annual General Meetings.

7. Risk Management

  • Management of governance and compliance risk by management of entity constitutions, Board Charters, Board Committees Terms of Reference, and other relevant governance documents.


Minimum requirements

  • A minimum of Bachelor's Degree in Law (LLB) or related qualifications
  • Post Graduate Qualification will be an added advantage
  • Membership of Professional recognised Company Secretary Institute Body
  • Minimum of 10 (ten) years in Corporate environment, 3 (three) which would have been at senior management or executive management
  • Knowledge of Company Secretarial

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