Summary
Date Posted: Tuesday, August 03, 2021 , Base Salary: Not Disclosed

JOB DETAILS:
Detailed Terms of Reference for the Position of
Corporate Secretary
Private Sector Foundation Uganda (PSFU) is a member-based organization with members structured in 12 sectors that span Uganda's economy. PSFU has moved to use a sectoral approach to ensure that it remains of value to both its membership and the economy at large.
PSFU intends to recruit the services of qualified individuals with suitable credentials and experience for a Corporate Secretary.
Department: Administration
Reports to: Executive Director

Job Purpose:
a) Provide Secretarial services to the Shareholders and Board of Directors of PSFU
b) Provide and manage legal and compliance services required for the Company’s operations.

Responsibilities
1. Provide secretarial services to the Shareholders and Board of Directors of the Company.
a) Work with the Executive Director to draw up the Board and Annual General meeting (AGM) Calendars along with their respective Agendas. The CS shall also be expected to organise and be the Secretary to Board Committee Meetings with the backstopping of the Executive Director or his/her designate.
b) Prepare and or review Board papers for quality assurance purposes, for both Board and Board Committee meetings.
c) Take minutes of all Member, Board and Board Committee meetings and distribute them to all rightful recipients in good time.
d) Inform the Board about any key legal risks affecting the Company and respond to queries and requests by the Board with regard to such challenges
e) Support Management in reviewing business related legislation and facilitate consultations on such legislations with the business community.
f) Prepare action reports for the Board on the Progress of implementation of Board decisions.
g) Provide advice to the Management and the Board of Directors on compliance with all legal requirements pertaining to the Company’s operations and the consequences of noncompliance.
h) Ensure that the company seal is kept safely and is used only on necessary legal documents.
i) Take responsibility for all regulatory work assignments with the registrar of companies
e.g registration of resolutions, seeking clearances and timely filling of all company returns.
j) Review all contracts, agreements and memoranda of association with other external partners before they are signed by PSFU designated Authorities
k) Ensure Induction of new Board Members is carried out
l) Ensure Board Annual Evaluations are carried out
m) Any other duties as will be assigned by the Executive Director from time to time.
2. Legal Support to all other Departments:
a) Provide legal opinion and guidance to the Company in the preparation and review of contracts with third parties e.g projects beneficiaries
b) Ensure Legal matters that are raised against the Company in courts of law and other fora are ably attended to.
c) Provide legal advice to all matters of a legal nature. This would include areas such as new legislation, internal policies and procedures etc.
d) Any other work that may be assigned by Board and the Executive Director.
3. Compliance Support to other Departments:
a) Maintain a balance of impartiality and fairness while promoting compliance excellence.
b) Promote ethical conduct and compliance with rules, regulations and standard processes that govern the way the Company conducts business.
c) To actively stay on top of the latest laws, regulations and business trends and be able to translate these into requirements for the operations of the Company.
d) Support, educate and advise employees to ensure that they are in compliance with existing policies, processes and legislation.
e) Monitoring on a regular basis (Daily, Weekly, Monthly & Annually) to ensure Laws, Regulations, policies and processes are being adhered to by the Company.
f) To report all non-compliance issues to Senior Management and then work with staff to correct the issues identified and to advise department heads and management at large of proposed or pending regulatory changes.
g) Develops and deliver training programs to increase understanding of regulatory requirements, compliance policies and ethical conduct within business lines and across the Company. Collaborates with HR to develop training programs and train new and existing employees on compliance related topics, policies, guidelines and/or procedures.
h) Submit reports regularly as follows: Compliance monitoring reports to department heads; Senior Management and Board of Directors at least on a quarterly basis or as required from time to time.

Key Performance Indicators:
• Safe custody and recording of the Board minutes.
• Timely distribution of agendas, minutes and resolutions of the Board and Management to concerned parties.
• Sound counsel to the Board of Directors and management on all Legal matters.
• Reduced level (in number and impact) of the incidents involving legal risks.
• Timely completion of all legal documents/contracts with third party
• Compliance to all Laws and Regulations and no penalties are awarded to the Company

Key Working Relationships:
Internal:
• Board members
• Executive Management
• Heads of Departments
External:
• Company Registry
• External Advocates
• Courts of Law
• Statutory agencies (URA, KCCA, NEMA etc)

The candidate vying for the job of a Company Secretary should have the following skills and specifications:
• Thorough knowledge of the common rules and regulations of a company.
• Know the detailed provisions of the Companies Act and their implications.
• Have the quality of assessing all records so as to provide any information about the company as may be required.

Education and Qualification
A company secretary must have the qualification of at least a graduate degree in Law and should have completed his Bar course. Any additional course or diploma will be an added advantage to him or her.
Salary is negotiable

Job Experience: No Requirements

Work Hours: 8

Level of Education: Bachelor Degree

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Job application procedure
Further details about the requirements of each position can be found on the PSFU www.psfuganda.org.ug
Qualified interested candidates should submit applications strictly online using the following link https://www.psfuganda.org/psfuopportunities/apply-online.html not later than 5th August, 2021 addressed to
Executive Director
Private Sector Foundation Uganda
Plot 43 Nakasero Hill Road
P. O. Box 7683, Kampala
Only short listed applicants will be contacted. Female candidates are encouraged to apply.
Canvassing will automatically disqualify any candidate

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