Role Overview
The Company Secretary & Director, Legal Services is a senior leadership position responsible for providing corporate secretarial and legal services in an efficient, effective, and timely manner. This role is crucial for enhancing the Company's compliance with legal and statutory requirements. Appointment to this position is for a fixed term of five (5) years, renewable once, subject to satisfactory performance and business needs.
Duties and Responsibilities
Company Secretarial Services
This role involves implementing the Company’s continuing obligations and providing professional, informed Board secretariat services and corporate governance support in line with constitutive documents, applicable codes of corporate governance, the Companies Act, and best practice. Key duties include:
- Providing guidance to the Board on their duties and responsibilities and on matters of governance.
- Assisting the Board with induction and training, updating Board and committee charters, and preparing Board work plans.
- Facilitating Board evaluations and governance audits.
- Ensuring the implementation of the code of conduct and ethics.
- Ensuring timely preparation and circulation of Board and committee papers and minutes.
- Managing the proper use and custody of the company seal and maintaining the register of conflicts of interest.
- Ensuring Board members are aware of all relevant laws affecting the organization.
- Facilitating effective communication between the organization and the shareholders.
- Ensuring annual returns and statutory notices are promptly filed with relevant authorities.
- Convening and attending meetings of the Board of Directors, its Committees, and General Meetings in consultation with the Managing Director.
Legal Services
This role entails providing efficient legal services to enhance compliance and ensure effective, timely resolution of cases and disputes. Key duties include:
- Attending to disputes involving the Company and managing court cases to ensure compliance with decisions and adequate representation.
- Handling contractual matters, including the preparation and review of contracts, memoranda of understanding, deeds, leases, and other legal documents.
- Providing legal advisory services by researching relevant statutes, rulings, and precedents.
- Formulating and reviewing legal policies, procedures, and regulations.
- Reviewing recent legislation and court cases to identify matters necessitating management action.
Required Qualifications and Experience
- Master’s Degree in Law (LLM) and a Bachelor’s Degree in Laws (LLB).
- Post Graduate Diploma in Law from the Kenya School of Law.
- Advocate of the High Court of Kenya with a valid current Practicing Certificate.
- Member of the Law Society of Kenya (LSK) in good standing with a valid Certificate of Good Standing.
- Registered CPS (K) member of the Institute of Certified Secretaries (ICS) of Kenya in good standing, with at least five (5) years’ experience as a Certified Public Secretary.
- Certificate in Strategic Leadership Development Program (SLDP) from Kenya School of Government or its equivalent.
- A minimum of ten (10) years’ experience, five (5) years of which must be in senior management.
- Experience in Public Sector Management.
Required Skills and Competencies
- Strong management and negotiation skills.
- Computer literacy and familiarity with standard office applications.
- High level of integrity and commitment to ethical standards.
- Excellent interpersonal and communication skills.
- Ability to work under pressure and meet deadlines.
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