Purpose / Role
Reporting into the Group Executive Chairman and the Senior Legal Counsel, this role will provide a full range of oversight/supportive activities in Company Secretarial, Governance, and Regulatory services and to ensure compliance by the Group with its legal and regulatory obligations and to ensure all entities actively deploy good Governance practices
Key aims and objectives
Organize and Manage the Company Secretary functions for the Group
Ensure the highest levels of Corporate Governance processes are implemented and followed
Implement and manage a world class corporate document management system
Prime responsibilities and duties
Governance
- Full Company Secretary Service to Jagal Group and all of its subsidiaries, joint ventures and related entities This will require regular contact with the Chair/MD’s and that agendas are set which meet the needs of the Jagal Group Executive Committee and those of individual companies
- Provide governance advice and support to Jagal Group companies
- General advice on Governance to all boards and committees in Jagal Group
- Advice on specific Governance issues, such as Standing Orders, Code of Conduct
- Network with/benchmark our Company Secretary function against that in comparable companies to ensure the service provided to Jagal Group represents global best practice
- Continuously review, revise and update section policies, processes and procedures to ensure that Jagal Group operates under global best practices
Regulatory
- Advice to all parts of the business to ensure a good awareness of the regulatory obligations of Jagal Group
- Act as project manager in relation to preparatory work to ensure that Jagal Group and its entities are ready for any regulatory inspection
- Act as the “eyes and ears” of the organization to ensure we know “what next” in terms of the regulation of our business
Accounts Preparation
- Project manage the above-referenced activities to ensure these are done to time and quality, liaising with relevant departments (e.g. finance, internal audit, legal corporate governance) and external auditors and law firms
- Take lead on organizing the company AGM’s
- Be responsible for ensuring that list of Members is up to date and that it is updated to reflect changes dictated by our rules (e.g. cessation of membership where a member does not attend meetings)
Corporate Database / Statutory Books
- Conduct a monthly review to ensure we have a good quality and complete and up to date set of records for all companies in the Jagal Group that meet or exceed legal and regulatory requirements
- Ensure we publish relevant Corporate Information for joint ventures in a way that is accessible and usable by relevant shareholders Also ensure appropriately packaged information is set to include all new business bids/tenders
- Maintaining statutory books, including registers of members, directors and secretaries;
- Handling correspondence, collating information and writing reports, ensuring decisions made are communicated to the relevant company stakeholders
- Developing and overseeing the systems that ensure the company complies with all applicable codes, in addition to its legal and statutory requirements
Control Environment / Policies
- Ensure we have in place those policies required by law/regulation and/or agreed by the Board/Executive Board as required
- Ensure all elements of Control Environment are in place and updated as necessary
- Participate in the knowledge management system creation and implementation as it relates to company secretarial document and knowledge management
Insurance
- Ensure the Company has appropriate insurance cover in place as part of its control environment, and that we have in place appropriate insurance brokers with a good knowledge of our sector to ensure good advice and efficient claims processing
- Manage the Insurance Officer and ensure that this post delivers the outputs set out in that role’s job description
- Ensure we have good knowledge of the insurance market and of the insurances covered by comparable organizations to assess that we carry appropriate risk mitigating insurances and are getting good value for money
Key internal interfaces
- Group Executive Chairman and C-Level personnel
- Group Audit Manager
- Business Unit MDs
- Corporate Governance and Compliance Director
- Key external interfaces
Key external interfaces
- Regulators
- Auditors
- Lawyers
- Brokers
Gmail
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