Company Secretarial Consultant
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At BDO, we believe in investing in our people to help them grow, both professionally and personally. The foundation of our business is strong relationship, with colleagues, clients and other stakeholders and we work hard every day to make this a reality. Our commitment is to create unlimited growth by giving our people continuous opportunities. With 91,054 people working out of 1,658 offices – and we’re all working towards one goal: to provide our clients with exceptional service. Our firms across the organisation cooperate closely and comply with consistent operating principles and quality standards
BDO South Africa has a vacancy for a Company Secretarial Consultant within the Statucor division in our Cape Town office. This role is to fulfil the role of an outsourced Company Secretary with duties as assigned and legislated, including development of Company Secretarial / Governance strategies, policies and operational plans.
• Knowledge of corporate governance principles, legislation, Companies Act and King IV;
• Ensure the board of Directors and the Company comply with good corporate governance;
• Comprehensive understanding of the roles and responsibilities of the Board and it’s committees: Audit and Risk Committee, Remuneration Committee, Social and Ethics Committee and the Nominations Committee;
• Prepare and manage the Annual Board Calendar;
• Preparation of agendas for meetings in line with the approved work plan and in consultation with the key executives. Conduct preparation meetings with clients to prepare them for upcoming meetings in accordance with proposed Agenda.
• Manage the Board meetings preparation and deliverables (meeting packs);
• Ensure proceedings and meetings are adequately administered;
• Provide orientation, guidance and training to Directors regarding their duties covering compliance and governance aspects;
• Ensure compliance with relevant legislation like the Companies Act, King IV, JSE etc.;
• Attendance at Board and Sub-Committee meetings to provide governance advice to the Chairperson and Board members;
• Actively monitor and report on corporate governance trends and laws allowing for timely anticipation of new requirements;
• Implement King IV effectively within the client’s companies, draft and maintain the King register;
• Be able to build a repour with all client’s;
• Prepare and advise on procedural statutory and governance resolution requirements;
• Develop an Annual Governance Framework for clients and implementation thereof in the Board and Committee’s;
• Facilitate the nominations / induction process for new Board members;
• Prepare and facilitate annual Board Evaluations, interviews with Board members and drafting the recommendation report on findings;
• Manage all requirements of an AGM for Listed and Unlisted clients from drafting the Notice, Chairman Script, Scrutineering & administering the voting results from shareholders;
• Facilitate and advise on drafting and preparing the clients Integrated Annual Report;
• Maintain minute and resolution books;
• Maintain client company records;
• Flexibility to attend to unplanned meetings for clients;
• Facilitate Directors Induction and Training;
• Draft Board and Committee Charters;
• Drafting of certain company policies;
• CIPC / Compliance knowledge and experience in all company amendments.;
• Adherence to office procedures and deadlines; timely lodgment of invoices, timely upkeep of internal meeting calendars and all other required office procedures.
• Filling of various documents/returns as required under the provisions of the Companies Law.
• Facilitate accurate and timeous administration of company records and registers including the lodgment of all documents with the CIPC and the maintenance and updating of the company’s registers;
• Proper maintenance of books and registers of the company as required under the provisions of the Companies Law.
• To ensure that legal requirements of the allotment, issuance and transfer of share certificates have been complied with;
• To deal with all correspondence between the company and the shareholders;
• To maintain the following statutory books:
- The register of transfer of shares;
- The register of directors and other officers;
- Any other applicable registers;
- Minute books;
- Resolution books
• Monitoring changes in relevant legislation and the regulatory environment and taking appropriate action;
• Liaising with external regulators and advisers, such as CIPC, Auditors and the Master of the High Court;
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