Company Secretary and Legal Manager at Britam

Job purpose

The role holder will be responsible for assisting the Chief Executive Officer in implementing policies and procedures to ensure the business remains fully compliant with all Laws as well as providing Company Secretarial services and ensures that the Board and Committee members receive the support and advice necessary for them to discharge their duties. The incumbent will report to the Chief Executive Officer. The role has a function reporting line to the Director Legal and Group Company Secretary.

Key Responsibilities

Legal responsibilities

1. Advise division on all matters touching on the law

2. Review newly instituted matters and advise management

3. Research and interpret regulatory requirements of new products and/or services

4. Provide assistance to the operational areas with day-to-day regulatory compliance issues

5. Assist with handling more complex Insurance regulatory compliance issues

6. Keep current on national requirements regarding legal and communicate issues and new statutory developments to executive team.

7. Provide high quality legal opinions to enable effective management of legal risks

8. Prepare agreement for appointment of advocates

9. Receive final ruling and ensures it is captured

10. Negotiating out of court settlements with a view of saving costs within set targets

11. Pursue recovery with other insurance companies/third parties and ensuring none of the matters expires

12. Approving payment of legal fees and judgments and or discharge Vouchers within TATs as per SODA

13. Securities perfection (Mortgages, plot loan etc.) and ensuring Britam is protected at all times

14. Ensure safe custody of the insurance instruments and documents such as organization seal, charged documents and suit papers, and ensure confidentiality and privacy of all legal data of the business

15. Provide legal advice to the division on all legal matters related to its activities and mandate premised on a platform that is well researched, reasoned, and timely

16. Ensuring insurance business is compliant with all statutory requirements.

17. Advising management on the interpretation, impact and effect of the relevant laws and general conditions affecting their various areas of operation;

18. Providing strategic legal advice, including advice on business and product development

19. Liaison with the various regulatory agencies, including but not limited to IRA

20. Ensuring the reserves are updated in a timely manner and participates in any reserves review activities.

21. Ensure timely update of all operational data/registers

22. Respond to demand letters and making best efforts to sort out disputes before they are referred to a court of law

23. Liaise with external lawyers on conduct of court matters;

24. Preparation of weekly & monthly legal reports/presentation

25. Liaise with company staff on required documentation, witnesses etc. with respect to matters in court;

26. Delegated Authority: As per the approved Delegated Authority Matrix

27. Perform any other duties as may be assigned from time to time

Company Secretarial responsibilities

1. Provide guidance to the Board and Board Members individually and jointly on their duties, responsibilities, and powers; and how these should be exercised in the best interest of the Company.

2. Coordinate Board and Board Committee meetings and AGMs as well as attend and take minutes at the meetings, ensuring high-quality minute taking on a timely basis with all actions clearly documented and proactively followed up.

3. Ensuring that the Minutes of the Board and the Committees served by the Company Secretary are promptly prepared and circulated.

4. Work closely with the CEO and Chairman of the Board to facilitate any Board approvals and draft/review resolutions in relation to proposed corporate actions and capital transactions, debt program renewals and reviews, including all major changes that require Board oversight.

5. Providing secretarial services to the Board including ensuring that the Board Work Plan is prepared and adhered to, circulating Board papers in advance of meetings, keeping a record of attendance at meetings and reporting to the Board the usage of the seal.

6. Updating corporate registers and overseeing the audit of the company registers and ownership structures

7. Maintaining and updating the Board and Committee Charters.

8. Ensuring that the relevant annual returns are promptly filed with the relevant authorities.