Deputy Company Secretary/Legal and Compliance Services
• Coordinates and attend Management meetings when needed and other sessions for governance developments.
• Prepare briefing documents for Management on developments in corporate governance.
• Formulate and prepare communications on reforms in the corporate governance
• Advise on compliance with regulatory laws and regulations,
• Engage with shareholders, including negotiation, management and, as appropriate, seeking SEC action relief
• Support preparations for the Annual Shareholders’ Meeting, including providing advice on meeting materials
• Engage & build connections with various external groups and corporate governance peers at other public companies
• Execute legal documents on behalf of the Office of Group Company Secretary in response to legal or regulatory proceedings
• Oversee company’s website to timely update disclosure and policy changes, including Corporate Governance issues
• Manage vendor relationships in collaboration with Logistics & Procurement department
• Prepare draft and review the annual Directors Report; assess and manage conflicts of interest and manage and draft the Director & Executive Officer Related Party Transactions & Independence memos in collaboration with Finance and Accounts department.
Registrar of subsidiary companies:
• Supervises matters relating to subsidiaries issued stock, transfer and allotments. Interfaces with shareholders and acting on behalf of investors/shareholders;
• Verify/authenticate investors’ claims (i.e. certificates and transfer forms) as presented.
• Receive transaction updates from Registrar of the parent company (Vitafoam) as a listed company with the Nigerian Stock Exchange and raise claims or query where necessary.
• Oversees the management of staff shares with Trustee companies for effective returns.
Review and provide legal advice on contractual documents.
Review ongoing cases and advice management accordingly.
Liaise with relevant departments to ensure that where legal risks have been identified, appropriate courses of action have been taken.
Provide legal protection and risk management advice to management especially on contract management.
Provide and interpret legal information, conduct training and disseminate appropriate legal requirements to staff.
Review and advice management on legal implications of internal policies and procedures
Review and draft contracts, agreements and internal policies and ensure that they are in compliance with all statutory or legal requirements.
Review progress of outstanding litigation and liaise with and manage external lawyers.
Formulate compliance check-lists to be used for the purpose of ensuring that all information required is provided accordingly.
Continuously monitor compliance with statutory obligations and advise management accordingly.
Prepare monthly and quarterly reports for the department for executive management meetings.
Contract: Review, negotiation and draft of contracts
The type of contracts include but not limited to the following: Suppliers agreement, Distributorship agreement, Non-Disclosure agreement, Technical Partnership agreement, Service level agreement, Memorandum of understanding, Sales agreement, Joint venture agreement, Debt settlement agreement, Employment contract, Loan agreement, Professional service agreement, Sponsorship agreement, Sales promotion/Marketing agreement, Tenancy agreement, Deed of assignment, Equipment Lease agreement , e-commerce agreement, Advertising agency agreement, Franchise agreement, Deed of Release, Share transfer agreement etc