Corporate Secretary

The Corporate Secretary is a senior executive accountable to the Board, overseeing corporate governance, regulatory compliance, and acting as the board’s primary liaison. The role ensures efficient administration, accurate records, and provides guidance on directors’ legal and fiduciary duties core.

Job Title: Corporate Secretary

Job Summary:

The Corporate Secretary is a senior-level executive accountable to the Board of Directors. This role oversees the corporate governance framework, manages compliance with all applicable laws and regulations, and serves as the primary liaison for the board. The Corporate Secretary ensures the efficient administration of the company, maintains accurate corporate records, and provides expert guidance to the board on its legal and fiduciary duties

Reporting Relationship:                                               Board of Directors

Secondary Relationships & Supervises:                       Chief Executive Officer

Key duties & responsibilities:

Board and committee management:

• Coordinate, schedule, and manage all board of directors, committee, and annual general meetings.
• Prepare and distribute meeting materials, including agendas, notices, and board packages.
• Attend meetings to accurately record and maintain minutes of all proceedings.
• Facilitate the execution of board decisions and monitor progress on action items.

Corporate governance:

• Serve as the chief advisor to the board on corporate governance matters, including best practices and regulatory trends.
• Assist the board in developing and maintaining effective governance processes and structures.
• Administer and ensure compliance with the company's code of conduct and other board policies

Regulatory compliance and legal support:

• Ensure the company and board comply with all legal, statutory, and regulatory requirements.
• Prepare and file necessary documents with government and regulatory authorities.
• Maintain corporate records, statutory registers, and the company seal in a secure, confidential manner.
• Manage legal entity governance for corporate subsidiaries.

Shareholder and stakeholder relations:

• Act as a key intermediary between the board, management, and shareholders.
• Manage communications with shareholders, including coordinating annual meetings and responding to inquiries.
• Engage with external advisors, including auditors, lawyers, etc.

Director of support and development:

• Oversee the orientation and induction process for new directors.
• Facilitate continuing education for directors on corporate governance and legal updates.
• Assist with board and committee performance evaluations.

Risk management:

• Monitor corporate governance developments and advise the board on changes.
• Develop protocols for risk management related to governance issues. 

Required skills:

• Legal knowledge: Strong understanding of corporate law, securities regulations, and governance principles.
• Organizational skills: Exceptional attention to detail, time management, and the ability to manage multiple priorities.
• Communication: Excellent written and verbal communication skills to interact with board members and other stakeholders.

Integrity and discretion: The highest ethical standards for handling confidential and sensitive information.

• Problem-solving: Strong analytical and decision-making skills.

Behavioral Competencies:

• Ethics - Displays high levels of ethical values; honesty, integrity, transparency and credibility in relationships and work situations, consistent with the vision, mission and core values and principles of the organization
• Workload Management & Strategic Focus – Demonstrates the ability to manage work load by efficient and effective planning, prioritizing and organizing tasks in a timely manner whilst attaining a high level of performance by delivering results and understanding the internal business challenges and external competitive environment
• Communication – Demonstrates the ability to communicate in a logical, concise and intelligent manner at all levels within the organization that elicits feedback and encourages continuous dialogue and engagement
• Leadership/Managerial Skills - Create an environment that motivates employees towards organizational and individual goals. Demonstrates the ability to inspire confidence in others, and encourage them to increase their performance
• Initiative -Acts independent where necessary to ensure critical processes and procedures are accomplished with confidence and minimum supervision takes a visionary, creative and innovative approach which sees the bigger picture and not just the immediate task
• People focused – Exercises a high degree of emotional intelligence whilst ensuring the ethos of the organization is maintained and its objectives are achieved.
• Customer oriented – Demonstrates a clear understanding of the business aspect of the organization and role played by the customer as the chief client in generating revenue as such
• recognizes the importance of maintaining a professional approach to customer service and ensuring all others display the highest degree of customer focused services
• Governance & Compliance – Ensures compliance with laws, state and organizational policies and procedures in a transparent, ethical and accountable manner

Qualifications and skills

• Bachelor's degree in Law, Business Administration, or a related field.
• Advanced legal qualifications or a Chartered Governance Professional designation are often preferred.
• Significant experience in corporate governance, compliance, or a similar legal support role.