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With over 100 years of rich history and strongly positioned as a local bank with regional and international expertise, a career with our family offers the opportunity to be part of this exciting growth journey, to reset our future and shape our destiny as a proudly African group.
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Job Summary
To ensure that Absa Bank Mauritius and its committees comply with the provisions of the Companies Act, Banking Act, Bank of Mauritius Guidelines on Corporate Governance, and the National Code of Corporate Governance, and all the applicable regulatory requirements and best practices in the banking, insurance, and financial services sector. To provide strategic, governance and compliance guidance to the Board and Committees and implement robust processes to guide the Board in effective decision making.
Job Description
Key Accountabilities:
Corporate Governance
Advise Directors on the proper application of Corporate Governance and Company Law requirements.
Engage with the Chairman regularly on the composition of the Board and Committees and coordinate Board succession planning by ensuring that Board Succession Planning is discussed at least annually.
Deliver on a high-quality Induction and Orientation Programme for new Directors.
Conduct a Board evaluation process.
Coordinate Board Training at appropriate intervals.
Ensure all the requisite Board and Shareholders meetings are held timeously.
Update board Charters regularly.
In the capacity as specialist, create awareness of all applicable laws, legislation and any changes thereto; and provide the requisite advice to the Board and Committees.
Act as the primary point of contact for non-Executive Directors as and when queries arise (e.g. Director fees, additional training requirements and so forth).
Company Meetings
Act as the Secretary to the Board and Committees
Take accurate minutes at all meetings and distribute them within the agreed timelines as per the Board Charter
Attend to the drafting of meeting agendas and have these approved by the relevant Chairman
Attend to the drafting of forward planners and having these approved by the Board / Committee
Coordinate the preparation and distribution of meeting packs
Coordinate the preparation of the annual meeting schedules
Ensure that packs are timeously distributed
Ensure that all logistical arrangements have been made
Shareholder Liaison (Annual General meetings)
Compile the notice of the Annual General Meeting (AGM) by ensuring that special attention is given to the items as prescribed in the Companies Act
Once all these factors have been taken into account, distribute the notice of the AGM timeously
Ensure that all logistical arrangements have been made
Records Management
Record all the critical documents such as minutes, annual reports, resolutions and statutory forms in the correct format as per the relevant legislation and the Absa Records Management Policy
Ensure that records are kept in the registered addresses of the Bank and that records are constantly updated on Blueprint or any replacement system therefore.
Ensure that signed minutes of meetings are maintained on the server and hard copies pasted in the minute book.
Dispose of records 7 years after the liquidation or deregistration of the entity concerned, unless otherwise required
Appointment & Terminations
resignation from the particular Director and all supporting documents required to make the changes at the CIPC
Ensure that the incoming Director completes the necessary forms
Ensure risk assessment and PEP processes are followed in advance of any appointment
Lodge all requisite documents with the relevant Regulators and Registrar of Companies timeously
Secure regulatory approvals (as appropriate) for all board appointments within the stipulated timelines. In particular ensure liaison with Absa Group Secretariat regarding the completion of the BA020 for the South African Reserve Bank and ensure regulatory compliance in Mauritius
Ensure Letters of Appointment are issued
Inform the regulators about board changes as required
Upon the exit or appointments of new directors, update the information on all company documents and advise the requisite authorities, regulators.
Role / Person Specification:
Education and Experience Required
Bachelor of Commerce (B.COM); or
A recognised Degree in Corporate Governance or Company Secretarial related; or
Law Degree; plus
5 years Company Secretarial experience
Knowledge & Skills
Corporate Governance
Companies Act and relevant banking and financial services regulations
Proven track record
Efficient minute taking
Good writing and report writing skills
Effective communication skills
Interpersonal skills
Competencies
Deciding and initiating action
Learning and researching
Relating and networking
Adapting and responding to change
Persuading and influencing
Creating and innovating
Managing change and responding to change
Relationship building
Education
Bachelor's Degree: Public Management and Governance