Overview:
The Corporate Secretary plays a vital role in ensuring the organization complies with statutory and regulatory requirements while also supporting the Board of Directors in corporate governance, documentation, and communication. This position also involves managing administrative, legal, and compliance-related matters across various departments.
Key Responsibilities:
1. Board Support & Corporate Governance
- Organize and schedule board meetings, annual general meetings (AGMs), and extraordinary general meetings (EGMs), ensuring proper notice and distribution of agendas.
- Prepare, distribute, and archive meeting minutes, resolutions, and related documentation.
- Monitor the implementation of Board decisions and provide updates on action items.
- Advise directors and executives on their roles, responsibilities, and compliance with governance best practices.
2. Legal and Regulatory Compliance
- File and manage all necessary statutory forms and annual returns with the relevant authorities (e.g., ACRA, SEC, Companies Registry).
- Monitor legal and regulatory changes that affect the organization and ensure timely compliance.
- Maintain statutory books, including the register of members, directors, secretaries, and beneficial owners.
- Act as the liaison officer for legal matters with regulatory authorities, external lawyers, and stakeholders.
3. Administrative and Operational Support
- Manage the company seal and oversee the execution of legal documents.
- Draft and review corporate documents, including agreements, contracts, and policies.
- Maintain a systematic filing system for all corporate documents, ensuring easy access and retrieval.
- Oversee the administration of shareholding structures, issuance of share certificates, and transfers.
4. Shareholder and Stakeholder Relations
- Ensure the smooth organization of AGMs, including coordinating proxies, voting, and shareholder queries.
- Manage shareholder communications, including notices, dividend payments, and updates on company performance.
- Respond promptly to inquiries from stakeholders, regulatory bodies, and external parties.
5. Risk Management
- Maintain a risk register and work with relevant departments to identify and mitigate risks.
- Develop and monitor compliance checklists for various statutory requirements.
- Support internal audits and liaise with auditors to provide necessary documentation.
6. Human Resource and Corporate Training Support
- Maintain and update employment contracts, handbooks, and HR-related policies.
- Organize training sessions for directors and employees on corporate governance, compliance, and new regulations.
- Support the onboarding of directors, ensuring they are aware of company policies and governance structures.
7. Reporting and Communication
- Prepare reports for the Board, highlighting governance and compliance updates.
- Collaborate with finance and legal teams to compile and present annual reports.
- Serve as the central communication point for directors, stakeholders, and management.
8. Confidentiality and Ethics
- Safeguard sensitive company information and ensure that confidentiality agreements are upheld.
- Promote a culture of ethical behavior and corporate responsibility within the organization.
Qualifications and Skills:
Education & Certification
- Bachelor’s degree in Business Administration, Law, Corporate Governance, or a related field.
- Professional qualification as a Chartered Secretary (e.g., ICSA, CSQS) or equivalent is highly desirable.
Experience
- Minimum 2 years of relevant experience as a Corporate Secretary.
- Strong understanding of corporate law, governance frameworks, and regulatory compliance requirements.
Skills
- Strong organizational and project management skills.
- Excellent written and verbal communication abilities.
- Attention to detail and an aptitude for handling multiple tasks simultaneously.
- Proficiency in corporate governance tools, compliance software, and the Microsoft Office Suite.
- Ability to work independently and maintain confidentiality at all times.