Group Company Secretary

The Company

Leading conglomerate in UAE

The Role

• To manage all company secretarial matters and governance relating to the company and its various subsidiaries at both shareholder and board level meetings
• To propose minimum agenda for all Board / Committee meetings in conjunction with the Management and Chairman for the Board / respective Committees
• To develop Annual Calendar for Board / Committee meetings in conjunction with the Chairman for the Board / respective Committees
• To have an understanding of the Company law’s requirements towards the shareholder and board meetings such as Annual General Meetings and Extraordinary General Meetings and an awareness on the Group Charter & relevant SOAs to facilitate compliance in such forums
• To identify any non-compliances (if any) from the above understanding and report such instances to Chief Audit & Risk Officer (CARO)
• To collate all relevant information required for Board / Committees / Shareholder meetings and circulate the relevant documentation prior and subsequent to scheduled meetings
• To identify and track compliance issues such as ensuring the validity of notice, quorum, voting procedures with respect to relevant meetings, with full authority to suspend or cancel meetings where not held in accordance with required legal, regulatory and charter requirements
• To track the appointment and resignation of directors, auditors and bankers
• To maintain confidentiality of the high level discussions in meetings and key documents and maintain independance through the reporting line with the Chairman
• To administer and continuously improve governance work-flow; including document control and document management systems, electronic filing systems, company book-keeping and the automation of shareholder meeting and board processes
• To act as a custodian of all the Corporate Governance documents, including Corporate Governance Manual, Board/Committee Charters, Statement of Authority, Board/Committee Meeting Minutes, Resolutions, Notices, Key Company Documents (Power of Attorney, Articles and Memorandum of Association) and ensure trigger for renewals/ammendements of the requisite documents
• To monitor and comply with the requisite disclosure requirements (UBO, Economic Substance, CBCR, etc.) to a regulatory body and applying for any exemptions, as applicable, by discussing with the relevant internal stakeholders and applicable shareholders

The Person

• Minimum Bachelor’s Degree from a reputable university, ideally in Law or business administration

• Preference for official accreditation from an internationally recognised company secretarial body

• Sound knowledge of international best practice on governance and/or company secretarial methodologies