Support the Company Secretary with regards to compliance with JSE Listings Requirements, Companies Act and other relevant regulations and standards.
Administer Schedule 13 declarations by new directors.
Manage periodic returns to the JSE.
Ensure adherence to CIPC requirements with all statutory compliance requirements with regards to all Redefine Group of Companies.
Manage and maintain all share registers for subsidiary companies and relevant associate companies.
Monitor the director / PO / Cosec share movements.
Provide business support with regards to statutory compliance.
Timeous update of NED disclosure on company website in line with debt listing requirements.
Deregistration and registration of companies / SPVs / trusts.
Liaise with finance for timeous submission of XBRL tagged AFS for submission.
Provide Company Secretarial Administrative support
Provides governance support with regards to company secretarial work across the group.
Oversee proper administrative function within the department.
Oversee timeous scheduling of meetings and key Corporate Matters as per the Corporate Calendar - Board, Committee and selected subsidiaries / internal governance structures.
Schedule meetings as per the approved Corporate Calendar.
Manage Board and Committee meeting cycle including ensuring the proper compilation and timely circulation of board papers.
Document Management: Oversee and maintain all statutory documents (minute books, resolutions, statutory documents).
Approve and timeous communication of company letterheads to all relevant stakeholders.
Review, on a quarterly basis, all letterheads to ensure compliance to Regulatory requirements.
Oversee Non-Executive Directors travel.
Company Secretarial portfolio
Company secretary of identified internal governance structures including but not limited to Digital transformation hub; Risk Management Committee; Redefine Empowerment Trust; EE Forum and primary support to Exco and Manco as and when required.
Meeting Administration Process
Manage meeting administration process with all stakeholders to ensure inter alia: Timeous Distribution of Board and Committee meeting packs.
Prepare minutes and matters arising for meetings of stakeholders, board, board committees and Exco.
Timeous Circulation of minutes and actions within reasonable time after meeting.
Management of minutes within the Group as determined from time to time.
Prepare and administer written resolutions as and when required.
Support with Company Secretarial budget administration
Provide input for the compilation of the annual Cosec Budget.
Monitor actual spent versus budgeted spent in the process of obtaining payment approval.
Supervise the timeous and accurate submission of all invoices (services providers and NEDs) to finance after approval by company secretary.
Administration of shareholder reports from transfer secretary
Engage with Transfer Secretaries for updated reports dematerialisation, work with finance on tracking of unclaimed dividends to track compliance with policy.
Manage monthly reports from Transfer secretaries.
Retrieve required information for AGM.
Timeous execution of share register from third parties.
Risk & Compliance Management
Ensures compliance with relevant legislation.
Controls, manages and governs the processes and systems within area of accountability to ensure compliance and minimise the business risk.
Implements all audit recommendations in area of accountability and resolve audit findings timeously.
Designs, obtains approval, implements, and maintains policies within area of responsibility.
Monitor compliance with POPIA Act.
Monitor submission of PEP annual declaration by the directors / PO / Cosec.
Oversee timeous execution of annual compliance checklist.
Ensure compliance in terms of dealings in securities.
Governance advisory and execution strategic plan
Effective Governance of trusts, subsidiaries and identified internal governance structures (Digital transformation hub; Risk Management Committee; Redefine Empowerment Trust; EE Forum).
Timeous drafting and execution of resolutions in line with Group Governance Framework.
Draft and review constitutional documents for assigned internal governance structures.
AFS to be sent to all those entitled to receive it.
Prepare administrative SENS and provide support on substantive SENS.
Support the Company Secretary on periodic or adhoc projects including but not limited to: Periodic review of the Board Charter, committee terms of references and all related governance processes and procedures including the annual work plan.
Timeous execution of Gap analysis for Redefine Group of companies from time to time.
Prepare relevant sections of the integrated annual report (including notice of AGM, and governance report).
Communication of new developments for identified governance matters (e.g. insider trading, King IV, JSE Listings Requirements and legislation).
Timeous execution of the Review of MOI's for subsidiaries and SPVs.
Timeous execution of the Review of board and committee charters and all related governance procedures including annual workplan.
Timeous input of the King IV and ISO application registers.
Compilation of Directors Manual.
Supervise the development and implementation of departmental systems and procedures.
Job Experience:
5-8 years' experience with a strong corporate commercial background (essential).
Education:
Undergraduate degree in Company Law or Corporate Commercial Law or related governance qualification (required).