Head, Legal/Company Secretary at Hamilton Lloyd and Associates

Our client, is an indigenous Oil Exploration and Production company with a focus on West Africa and the Gulf of Guinea as its core production areas. They are also in joint venture partnerships with some indigenous Oil and Gas Partnerships

Job Summary

• The Head Legal/Company Secretary will be providing fully compliant, efficient and effective company secretarial advice and support to all relevant Nigerian Boards and other Board Committees.

Job Responsibilities

• Prepare, maintain and securely file all Registers including Members, Directors, Shareholders/Shareholdings, Charges and Debenture Holders; Minutes of all Board Meetings and any other Company Statutory records required.
• Punctual and compliant submission of all annual returns to CAC and NEPZA (through SIMCO FZE).
• Prepare Board minute extracts and formal resolutions.
• Advice on correspondence as may be requested by the authorised representatives or the Board.
• Review Audited Financial Statements (AFS) for regulatory compliance and by the Board's order signing the AFS.
• Ensure compliant procedures and filing of statutory returns to CAC and NEAR, especially appointment and removal of Directors.
• Facilitate the acquisition of required information for Board and Committee members to maximize their ability to contribute to discussions at Board meetings.
• Assist in the compilation of Board papers and to filter them to ensure compliance with the required standards of good governance.
• After due consultation, prepare detailed agenda for every meeting and when necessary raise matters which may warrant the urgent attention of the Board.
• Ensure compliance with all relevant statutory and regulatory requirements and that due regard is paid to the specific business interests of the company.
• Assist in the implementation of corporate strategies by ensuring that the Board's decisions and instructions are properly communicated and executed.
• Manage Share Holder relationships under direction from and on behalf of the Board.
• Regularly update the Companies' Corporate details and alert the Board as may be required.
• Convene Board meeting as directed and AGM as required by Law.
• Regular update of CoSec Manual.

Governance and Risk:

• Maintain, update and communicate the Corporate Governance Manual.
• Ensure latest awareness and application of best practice Governance in Nigeria.
• Act as a Company Secretary to key internal meetings, as requested by the JEC.
• Facilitate the process and application of the framework for the Risk Management function.
• Prepare and maintain up to date Corporate and Head office Risk and Mitigation Registers.
• Support the GCFO to champion with the effective application of ERM across the business and selected JVs.

Person's Specifications
Education:

• A Degree in Law or related field.
• Member of the Chartered Institute of Company Secretaries or equivalent from other jurisdictions.
• Legal or other relevant corporate qualifications.

Experience:

• Direct experience of 10 years or more as a Company Secretary in comparable circumstances.
• Experience in compliance matters, legal due diligence, corporate management, corporate structuring, drafting agreements and negotiating commercial agreements.
• Provision of legal advice and service to the management and all other arms of the business.
• Additional Requirement/Competences
• A good understanding of the oil and gas industry
• A good understanding of Nigerian immigration laws/practice
• Great communication and writing skills.