Assistant Company Secretary II

Job Description

The Assistant Company Secretary II is responsible for the provision of the company secretariat and administrative
requirements of the DBSA and the Board. Ensure that the compliance, governance and roles and responsibilities of
management are aligned and within the statutory / governance frameworks, ethical standards and best practice.
Monitor that decisions of the Board are implemented and aligned to governance structures.

Key Responsibilities

1. Company Secretariat Functions

• Work with the Company Secretary to ensure the smooth functioning of the Bank’s corporate governance

and compliance with legal and regulatory requirements.

• Provide advice to the Board and all Directors on corporate governance and how to discharge their

responsibilities/ duties and liabilities under the Companies Act, King IV Code and within ethical standards
and overall corporate governance framework.

• Facilitate the orientation of new Directors and ensure adequate onboarding and understanding of their

appointment and the DBSA.

• Facilitate training for Directors as required including updating the Board on issues of policies and practices

of all DBSA divisions and agencies.

• Act as a point of contact and enable communication between board members and management, ensuring

the timely flow of information and follow-up on action items.

• Act as a secondary point of contact and source of advice/ guidance for Directors on matters concerning the

Bank and its activities to assist their decision-making process.

• Provide advice on legal and compliance matters affecting the DBSA, the Board and particularly governance

structures.

• Report to the Board on any failure of the DBSA or Director to comply in terms of their legal responsibilities.
• Monitor the implementation of decisions of the Board of Directors, liaise with action owners and report on

challenges in implementation.

• Keep under review all legal and regulatory developments affecting the Company’s operations and report to

the Board.

• Act as a sounding board for the Company Secretary on matters that concern the Directors and provide

guidance in the absence of the Company Secretary.

• Responsible for ensuring proper and orderly conduct of meetings and board committees as assigned and

covering and servicing the AGM.

• Facilitate the completion and updating of corporate disclosures.
• Stay abreast of changes in corporate law and regulations and ensure the company's compliance with all

statutory requirements.

• Compile and draft reports in line with governance, legal and regulatory requirements and as requested by

the Directors
2. Committee Support and Administration

• Facilitate the review and update of Charters and Terms of Reference of the Board and Board subcommittees.
• Develop and implement procedural and administrative systems to enable the smooth running of the

secretariat function.

• Responsible for obtaining approval and circulation of Board and Committee minutes together with the action

list where assigned.

• Compile and circulate documents for the Board and sub-committees as per the terms of reference and

agreed timelines.

• Draft and distribute written resolutions for the action owners as requested.
• Maintain the meeting registers and ensure all filing requirements are completed on time and meet legal

requirements including safeguarding confidential documents
3. Stakeholder Engagement

• Provide guidance and training to relevant employees on corporate governance and communicate

changes or updates that impact the organisation.

• Engage and guide action owners and business on requirements for the Board and sub-committees and

templates to be utilised.

• Review submissions, provide quality assurance and liaise with owners on the submission requirements

and any queries on the submissions.

Key Measurements of Outputs
1. Ability as second in charge to carry out the Company Secretarial function in the absence of the Company
Secretary.
2. Quality of advice and guidance to Board and Directors.
3. Effective orientation of the Board of Directors.
4. Effective follow-up and monitoring to ensure implementation of Board Decisions.
5. Compliance with legislation in respect of the Companies Act and King IV.
6. Efficient and effective provision of secretarial administration.
7. Clean audit

Key Internal Liaison Relationships

1. Chairperson of the Board
2. Directors & non-executive directors of the Board
3. Management committees
4. Social & Ethics Committee
5. All Divisions
6. Business unit Heads to understand requirements and training capabilities

Key External Liaison Relationships

1. Service Providers

2. External Service Providers

Expertise & Technical Competencies

Minimum Requirements
1. A post-graduate degree in law, finance, audit, accounting or relevant.
2. A minimum of 7 - 8 years’ experience in Corporate Secretariat function.
3. Experience in engaging and advising Board members and high-level dignitaries.
4. Experience in the legal, commercial and business environment.
5. Experience in working with external auditors, legal advisers, and bankers.
6. In-depth understanding of the Companies Act and King IV Code, Financial Services Regulations Act (FSRA)
and Public Finance Management Act (PFMA)

Desirable Requirements
1. Legal qualification.
2. Experience in carrying out the duties of an Assistant Company Secretary in a state-owned entity.
3. Experience in a banking and or financial sector.

TECHNICAL COMPETENCIES
a) Business Acumen

• Develop annual work plans that take into account longer-term activities, issues, problems, or

opportunities.

• Develops and establishes broad-scale, longer-term objectives, goals, or projects (e.g., affecting a

business, department, or organisation).

• Takes actions to fit business strategy.

b) Written communication

• Understands that different writing styles are required for different documents or audiences.
• Write effective correspondence, prepare questions and reports, statements of circumstance and briefing

notes.

• Reviews others’ documents for clarity and impact.
• Has a solid mastery of writing principles such as grammar, sentence construction etc.

c) Presentation skills

• Can reinforce key presentation points with examples.
• Is able to translate technical terminology into language understandable to the audience.
• Has insight into the audience’s behaviour and motivation and responds appropriately and professionally,

adapting communication style as appropriate.
d) Reporting

• Designs / customizes reports to meet user needs.
• Prepares complex or tailored reports, gathers information from a variety of sources, analyses and includes

in a report.

• Keeps standard reports under review and proposes improvements to meet user needs.

e) Planning and Organising

• Is relied on to help others plan and organise their workload.
• Uses effectively advance time management processes to deal with high workload and tight deadlines.
• Organises, prioritises and schedules tasks so they can be performed within budget and with the efficient

use of time and resources.

• Achieves goals in a timely manner, despite obstacles encountered, by organising, reprioritising and re-planning.

f) Policies and Procedures

• Has detailed knowledge of policy and procedure relating to a specific area of work.
• Is capable of implementing procedure, highlighting issues as appropriate.

g) Stakeholder Management

• Proactively manages partner relationships, preventing or resolving any conflict.
• Adapts style to work effectively with partners, building consensus, trust, and respect.

h) Company Secretarial Competencies

• Deep knowledge of the laws governing companies and codes of best practice (e.g., Companies Act, King

IV, IFRS) and applies them in DBSA’s context.

• Ability to provide legal advice and best practice guidance to the Board and management.
• Knows, understands and is capable of interpreting board procedures.
• To be able to strike a balance between swamping the directors with papers and providing enough

information for them to make a balanced judgement

Required Personal Attributes

BEHAVIOURAL COMPETENCIES
a) Customer Service Orientation

• Tries to understand the underlying needs of customers and match these needs to available or customized

products and services.

• Adapt processes and procedures to meet ongoing customer needs.
• Utilises the feedback received by customers, to develop new and/or improve existing services/ products

that relate to their ongoing needs.

• Thinks of new ways to align DBSA’s offerings with future customer needs.

b) Self-awareness and Self Control

• Withholds effects of strong emotions in difficult situations.
• Keeps functioning or responds constructively despite stress.
• May apply special techniques or plan ahead of time to manage emotions or stress.

c) Strategic and Innovative Thinking

• Experiments with new approaches, tests scenarios, questions assumptions and challenges conventional

thinking.

• Creates new concepts that are not obvious to others, leveraging internal and external sources of

information, to build incremental revenue and growth opportunities.
d) Driving delivery of results

• Sets challenging goals that will have a significant impact on the business or support the organisational

strategy.

• Commits significant resources and/or time to ensure that challenging goals are achieved, while also taking

action to mitigate risk.
e) Teamwork & Cooperation

• Acts to promote a friendly climate and good morale and resolves conflicts.
• Creates opportunities for cross-functional working.
• Encourages others to network outside of their own team/department and learn from their experience.