Key Skills

Job Description

Job Title Company Secretary (Fixed Term – 5 Years) Department: Office of the CEO Reporting To: Chief Executive Officer Salary: R1 216 279.00 – R1 520 350.00 TCTC Paterson Level: D4 Advert Date: 09 October 2026 Closing Date: 23 October 2026 Apply now Job Purpose The Company Secretary is responsible for providing independent, professional and strategic governance support and advice to the Board, Board Committees, CEO and Executive Management. The incumbent is responsible for ensuring that Brand South Africa maintains effective corporate governance practices and complies with applicable statutory, regulatory and governance requirements. The Company Secretary serves as a key governance adviser to the Board and executive leadership and facilitates the effective administration of Board and Committee processes. The role ensures that Board and Committee meetings are properly planned and conducted, that accurate records of proceedings and decisions are maintained, and that Board resolutions and governance actions are appropriately monitored and implemented. The Company Secretary also provides guidance on the respective roles, responsibilities and powers of the Board, Board Committees, directors and executive management, while promoting sound governance, accountability, transparency and ethical conduct throughout the organisation. Minimum Qualification Requirements & Experience Bachelor's degree in Law, Corporate Governance, Business Administration, Public Administration, Commerce or a related discipline, together with an appropriate Company Secretarial / Governance qualification. LLB degree or equivalent recognized legal qualification. Membership or professional standing with a recognised professional body such as: Chartered Governance Institute Southern Africa (CGISA); and/or Legal Practice Council, where applicable; and/or Other recognised governance, legal or company secretarial professional body. At least 8-10 years' relevant experience in company secretarial services, corporate governance, Board administration, legal governance or a related field. At least 5 years' experience at senior management level. Experience In Providing governance advice to Boards and senior executives. Board and Board Committee secretariat functions. Drafting and reviewing Board papers, agendas, minutes and resolutions. Governance compliance and statutory reporting. Interpreting legislation and providing governance advice. Managing conflicts of interest and ethics processes. Board evaluations and Trustee / Director induction. A public entity, government institution, statutory body or similar regulated environment. Knowledge and experience of PFMA and public-sector governance requirements. Key Performance Areas Board Governance and Secretariat Provide comprehensive governance and secretariat services to the Board of Trustees. Coordinate the annual Board and Committee meeting calendar. Prepare and circulate Board and Committee meeting notices and agendas. Coordinate the compilation, quality assurance and distribution of Board and Committee packs. Ensure Board members receive relevant information sufficiently in advance of meetings. Attend Board and Committee meetings and provide governance advice where required. Ensure accurate recording of Board and Committee proceedings and resolutions. Prepare and maintain minutes, matters arising and action registers. Monitor the implementation of Board and Committee resolutions. Follow up with responsible executives on outstanding actions. Provide the Board with regular updates on outstanding resolutions and governance matters. Ensure appropriate documentation and secure retention of Board and Committee records. Maintain a complete and accurate governance repository. Corporate Governance Advisory Provide independent and professional advice to the Board, Board Chairperson, Board Committees and CEO on matters relating to corporate governance. Advise the Board and management on their respective statutory, fiduciary and governance responsibilities. Monitor developments in corporate governance principles, legislation, regulations and best practice relevant to Brand South Africa. Advise on the implications of changes to legislation, governance codes, regulatory requirements and government policy affecting the organisation. Promote the application of sound governance principles across Brand South Africa. Advise on appropriate governance processes for significant corporate, strategic and operational decisions. Support the Board in maintaining appropriate governance structures, delegations and reporting arrangements. Assist in identifying and addressing potential governance weaknesses or gaps. Statutory and Regulatory Compliance Ensure that Brand South Africa complies with applicable statutory and regulatory filing requirements. Maintain the organisation's statutory records and governance documentation. Coordinate statutory submissions, notifications and registrations as required. Maintain accurate records relating to directors, Board Committees and authorised office bearers. Monitor statutory deadlines and ensure that required actions are completed within prescribed periods. Liaise with relevant regulatory and government authorities on governance and statutory matters. Maintain an up-to-date statutory compliance calendar. Ensure that statutory and governance records are securely maintained and readily accessible to authorised persons. Brand South Africa is a Schedule 3A public entity, and its governance framework includes the Public Finance Management Act (PFMA) and National Treasury Regulations. Board Governance Framework Develop, maintain and periodically review the Board governance framework. Coordinate the development and review of Board and Committee charters and terms of reference. Ensure that Board Committees operate within approved mandates. Review governance structures and recommend improvements where appropriate. Maintain a governance calendar covering Board, Committee and statutory requirements. Ensure appropriate alignment between Board governance processes and Brand South Africa's strategic objectives. Assist in ensuring clarity between governance oversight and executive management responsibilities. Board Resolutions and Action Monitoring Maintain a central register of Board and Committee resolutions. Monitor the implementation of approved Board resolutions and actions. Obtain progress reports from responsible executives and managers. Identify overdue or outstanding Board actions and escalate these appropriately. Report outstanding matters to the CEO, Board Chairperson or relevant Committee. Ensure that decisions requiring further approvals, statutory action or implementation are appropriately tracked. Maintain an auditable record of governance decisions and their implementation. Board and Director Support Provide guidance to directors regarding Board procedures and governance requirements. Facilitate the induction and onboarding of newly appointed Board members. Coordinate ongoing Board development and governance training initiatives. Maintain records of director declarations, interests and other governance disclosures. Facilitate the annual declaration of interests process. Monitor potential conflicts of interest and ensure that appropriate declarations and management measures are recorded. Support the Board Chairperson in promoting effective Board functioning. Provide directors with relevant governance information, guidance and updates. Board Performance and Evaluation Coordinate the annual evaluation of the effectiveness and performance of the Board and Board Committees. Coordinate the evaluation process for individual directors where required. Consolidate and report evaluation outcomes to the Board. Track agreed improvement actions arising from Board and Committee evaluations. Facilitate periodic reviews of Board composition, skills requirements and succession considerations. Maintain appropriate records relating to Board effectiveness and development initiatives. Governance Policies and Frameworks Coordinate the development, review and maintenance of governance policies and frameworks. Ensure that Board-related policies and governance documents remain current. Advise management on the governance implications of proposed policies and procedures. Maintain the Board's policy approval and review schedule. Ensure that governance policies are appropriately presented to the relevant Board Committee or Board for consideration and approval. Monitor compliance with approved governance requirements in collaboration with relevant functional areas. Ethics, Integrity and Conflict of Interest Promote ethical leadership and good governance throughout Brand South Africa. Provide guidance to Trustees and management on ethical governance matters. Support the implementation and review of the Board Code of Conduct. Maintain appropriate declarations of interest and related governance records. Monitor conflicts of interest and ensure that appropriate declarations are made. Advise on the appropriate management of actual, potential or perceived conflicts of interest. Support the organisation's ethical culture and governance framework. Escalate significant ethical concerns to the appropriate governance structure. Conflict of Interest Management Maintain the Board and Trustee conflict-of-interest register. Ensure Trustees make appropriate declarations of interests. Monitor declarations in relation to Board and Committee meetings. Advise the Board Chairperson on potential conflicts and appropriate management measures. Ensure conflicted Trustees recuse themselves where required. Maintain records of declarations, disclosures and related decisions. Governance Risk Management Identify governance-related risks and communicate these to the appropriate governance structures. Work with the Risk and Compliance function to monitor governance risks and mitigation measures. Ensure that material governance matters are appropriately escalated to the Board or relevant Committee. Monitor recommendations arising from internal and external governance reviews. Coordinate responses to governance-related audit findings and recommendations. Support the Board in obtaining appropriate assurance regarding governance and statutory compliance. Executive and Management Governance Support Identify governance-related risks and ensure appropriate mitigation measures are implemented. Maintain a governance risk register where appropriate. Monitor compliance with Board governance requirements. Identify weaknesses in governance processes and recommend corrective action. Support the organisation's broader enterprise risk management framework. Provide governance risk reports to the Board and relevant Committees. Ensure governance risks arising from legislative or regulatory changes are appropriately addressed. Audit and Risk Governance Support Provide secretariat support to the Audit and Risk Committee where applicable. Coordinate Committee agendas, papers, minutes and action registers. Ensure appropriate reporting from Internal Audit, Risk Management, Finance and other relevant functions. Monitor Committee recommendations and actions. Support effective communication between the Committee, management, Internal Audit and external auditors. Ensure governance matters arising from audit processes are appropriately escalated. Governance Reporting Prepare regular governance reports for the Board and relevant Committees. Report on Board resolutions and action items. Report on governance compliance and risks. Report on Board and Committee performance and effectiveness. Provide updates on legislative and regulatory developments. Prepare governance inputs for the Annual Report and other statutory reports. Ensure governance disclosures are accurate, complete and appropriately authorised. Required Technical Skills, Competencies And Attributes Strong professional integrity and independence. Ability to provide objective and appropriately challenging governance advice. Confidence operating at Board and executive level. Excellent judgement when dealing with sensitive governance matters. Strong understanding of the relationship between the Board, CEO and Executive Management. Ability to anticipate governance and compliance risks. Ability to manage confidential and politically sensitive organisational information professionally. Strong attention to detail and accuracy. Ability to work under pressure and meet strict Board reporting deadlines. Commitment to ethical leadership, accountability and transparency. Strong corporate governance expertise. Excellent knowledge of Board and Committee processes. Strong understanding of statutory and regulatory requirements. Ability to interpret legislation and governance requirements. Strong minute-taking and resolution-drafting skills. Strong document and records management capability. Strong analytical and research capability. Ability to interpret complex governance and legal information. Ability to identify governance risks and compliance gaps. Strong report-writing capability. Excellent written and verbal communication skills. Ability to communicate complex governance matters clearly to directors and executives. Strong interpersonal and stakeholder management skills. Strong facilitation and presentation skills. Excellent planning and coordination skills. Ability to manage multiple deadlines and statutory requirements. Strong follow-up and monitoring capability. Board governance. Board and Committee secretariat. Governance advisory. Board paper preparation and review. Minute-taking and resolution management. Knowledge of the Public Finance Management Act (PFMA). Knowledge of National Treasury Regulations. Public-sector governance. Public entity governance. Government stakeholder engagement. Regulatory reporting. Accountability and transparency. Integrity and ethical conduct. Independence and professional objectivity. Confidentiality and discretion. Professionalism. Sound judgement. Strategic thinking. Diplomacy and tact. Resilience. Stakeholder orientation. Ability to challenge constructively. Strong organisational awareness. Commitment to good governance and transparency. Results orientation. Brand South Africa is committed to ensuring and maintaining workplace diversity and the attainment of employment equity, having due regard to qualifications and appropriate experience. Brand South Africa encourages applications from Colored Males and Females, White Males and Females as well as people with disabilities . Please note that certified copies of qualifications will be requested from the shortlisted candidates ONLY. The processing of your personal information by Brand South Africa will be done in accordance with the POPI Act 4 of 2013. Correspondence will only be limited to shortlisted candidates. Brand South Africa reserves the right not to make an appointment. To apply for this position, submit qualifications and a comprehensive CV to: [email protected] Please quote the position title on the subject line. The closing date for applications is 23 October 2026 For enquiries please contact: Donna Silver on 011 884 8010 Should you not hear from us within three months from the closing date please consider your application unsuccessful

Core Responsibilities

Provide independent governance advice and comprehensive secretariat support to the Board, its committees, the CEO, and executive management. Ensure statutory and regulatory compliance, maintain governance records and frameworks, and monitor Board decisions, risks, evaluations, and ethical matters.

Requirements

Requires a bachelor's degree in a relevant discipline, an appropriate company secretarial or governance qualification, and an LLB or equivalent legal qualification; professional membership or standing with a recognized body is also specified. Candidates need 8–10 years of relevant experience, including at least five years at senior management level, with Board governance experience and knowledge of PFMA and public-sector requirements.