Company Secretary

RESPONSIBILITIES

Provide internal support to the Executive and stakeholders

• Provide general legal advice and guidance to the Board Members on their rights, duties, responsibilities, obligations and powers in line with Corporate Governance prescripts and good practice.
• Advise and guide the Board Executive Committee EXCO and management Committee MANCO to ensure compliance with all legislation relevant to the nature of the NSFAS operations.
• Review legal agreements and provide legal advice when required.
• Implement and maintain effective risk management and control programs.
• Conduct legal compliance regulatory risk analysis and create the compliance register.

Supervise and manage the Board and Committee activities

• Attend Board and Sub-Committee meetings.
• Maintain statutory records and registers.
• Manage all Board correspondence by collating information and writing Board reports.
• Communicate Board decisions to relevant stakeholders.
• Provide advise with regard to statutory services and requirements.

Manage Board and Executive communications and ensure implementation of unit requirements

• Draft the annual Board calendar in consultation with the Chairperson and Chief Executive Officer and ensure it is presented and approved the Board each year.
• Schedule all Board and Sub-Committee meetings based on statutory requirements as and when required.
• Schedule all Executive Board meetings monthly.
• Schedule other quarterly Board meetings as and when required by the Committee.
• Manage and oversee the calendar of Committee members.
• Link the annual Board calendar to reporting times as per PFMA, 1999 as well as to the management of other issues of a strategic nature at the Board level.
• Implement and maintain procedures where relevant.
• Develop and review of Board, Committee and secretarial policies and procedures as well as all other governance frameworks that regulate the functioning of powers of the Board, Committees and Management Committees.

Perform Board Committee and Sub-Committee administration

• Arrange for external training / briefing sessions as well as induction for new Board and Sub-Committee members.
• Draft and update Board and Sub-Committee Charters, Codes, Policies and Terms of Reference.
• Design the workplan for each Board Sub-Committee at the beginning of the year to ensure compliance with relevant statutory requirements and the terms of reference deliverables.
• Ensure the workplan is reviewed and approved by the Committee.
• Organise and prepare agendas and meeting packs.
• Ensure minutes are taken for Committee meetings.
• Ensure resolutions and actionable items are accurately recorded and followed.
• Compile meeting packs for the Board and its Sub-Committees.
• Coordinate and monitor the implementation of Board resolutions.
• Issue appointment letters to the newly appointed Board co-opted members and Board Sub-Committee members.
• Follow up on matters arising from previous meetings to ensure that they have been actioned and given feedback to the Board.
• Compile a record of Board member remuneration based on meetings attended by members, and hourly and day rates of Board members.
• Complete the individual pay form and send to the Board members for signature.
• Send the signed individual pay forms for approval and payment.

DESIRED QUALIFICATIONS, SKILLS AND EXPERIENCE

Minimum Requirements

• NQF Level 9 in Public Administration
• NQF Level 8 in Law, LLB or CGISA Qualification Board level
• Knowledge of governance, risk, and organisational performance management principles.
• Demonstrated experience supporting a Board and its committees, including policy formulation, legal compliance, and strategic governance support.
• Deep knowledge of PFMA, Treasury Regulations, King IV, and other applicable public sector governance frameworks.
• Proven success in managing organisational change, governance turnaround, and complex stakeholder environments.
• Understanding of the South African Higher Education landscape
• Working knowledge of governance, risk, and performance management principles.
• Minimum of 10 years' experience in public or private sector governance, with at least 5 years in a senior leadership or Company Secretary role within a Schedule 3A public entity or similar institution.
• Proven experience in corporate governance advisory and support to Boards and Board Committees.
• In-depth knowledge of relevant legislative and regulatory frameworks, including the:
• Public Finance Management Act PFMA,
• National Treasury Regulations,
• Company law
• Government prescripts, and
• King IV Code on Corporate Governance.
• Extensive knowledge of corporate law, contract law, and governance policy development.
• Experience in legal drafting, interpretation of legislation, and contract management in a public entity or regulated environment.
• Sound understanding of Company Secretarial practices and administration, including Board protocol, minute-taking, declarations, and compliance registers.
• Proficiency in Microsoft Office Suite, with strong document management and reporting capability.
• Strong interpersonal skills with exceptional written and verbal communication abilities, particularly in formal, legal, and governance contexts.

Preferred

• Admitted Attorney
• Chartered Institute of Secretaries CIS membership
• LLM - Corporate Law or equivalent
• Advance Computer literacy in MS Office Suite and document management systems
• Experience in a public institution, funding organisation or banking institution
• Recognised affiliations with public governance or planning bodies such as SAPI South African Planning Institute or SACN South African Cities Network
• Experience in managing digital governance tools, ethics disclosures, whistle-blower protocols, and reporting to external oversight bodies such as AGSA, National Treasury, and Parliament, will be an advantage