Department/Division: Corporate Number of Incumbents: 1. Name of Analyst: Stella Senti Date of Analysis: 21/09/2018. Chief Executive Officer

Transcription

1 JOB DESCRIPTION FORM Section 1 Job Number Band Grade Job Title: Legal and Compliance Manager Location: Blantyre Department/Division: Corporate Number of Incumbents: 1 Name of Analyst: Stella Senti Date of Analysis: 21/09/2018 Name of Job Incumbent: ORGANISATION STRUCTURE (Job Titles Only) Incumbent Superior (2 nd level): Incumbent Superior (1 st level): The Board Chairman Chief Executive Officer Incumbent Job Title: Legal and Compliance Manager Subordinates (1 st level): Subordinates (2 nd level): Subordinates (3 rd level): Main purpose of the job (please give a brief statement of why the job exists). Complete this sentence last.

2 To make sure the company complies with corporate, licensing and other legal obligations; maintains high standards of corporate governance and to act as a channel of communication between the Board of Directors, company shareholders and Management. Agreed by Incumbent Date Print Name Signature Agreed by First Line Supervisor Date Print Name Signature Agreed by Departmental Head (or equivalent) Date Print Name Signature Section II DESCRIPTION OF TASKS/PROCESSES AND OPERATIONS In column 1 please describe the Key Result Areas of your job, and the activities required to achieve these in chronological order. In column 2, indicate the measurements/standards required to ensure the activity has been carried out to quality and quantity standards. Column 3, please write Responsible if you are the final authority, or indicate whether there is a further approval or control on the activity, and state what that is (for example Approved by the Line Manager ). Use present tense, and start with active verb (for example checks, writes, supervises). (1) KEY RESULT AREAS AND RELATED ACTIVITIES (2) PERFORMANCE STANDARDS (where applicable) (3) EXTENT OF DISCRETIO N (where applicable)

3 1. Company Secretarial Maintain, update and make available for search the Register of Directors File with the Registrar General for registration any changes to the Company s corporate status, shareholding, Directorship and particulars of Directors, Company Secretary and his/her particulars, registered office and place of inspection of the Director s Register Prepare, conduct and attend Board and Committee meetings Prepare board packs ahead of board meetings Take minutes, preparing Board Resolutions, maintain minutes and follow up on the implementation of Board Resolutions Schedule General and extra-ordinary board meetings as well as the Annual General Meeting and shareholder meetings Prepare materials and presentations, when appropriate, securely disseminate the same to the board members prior to the meeting in hard copy or electronically Ensure that information is delivered to officers and directors in a timely manner Collect information from officers and directors to ensure legal and regulatory compliance Assist directors with travel arrangements Update and advise the Board on corporate law and governance requirements, trends and issues Advise and remind the Directors of their duties and responsibilities under law and corporate governance instruments Assist setting up corporate governance and compliance processes for OCL Work closely with the company s Board of Directors, CEO, and senior officers, providing information on Condition of services, Operating Licences Business plan and strategy Divisional processes etom Responsible

4 board best practices and tailoring the board s governance framework to fit the needs of the company and its directors. A secretary must understand and comply with meeting notice requirements and ensure directors or proxy directors are available to attend meetings. Serve as the focal point for communication with the board, senior management and shareholders, and playing a significant role in the setting and administration of critical corporate matters. Ensure compliance with laws and regulations Induct new board members Facilitate required training for board members Conduct performance assessment for the Board Enforce conflict of interest requirements File annual returns for registration with the Registrar General Advise on, participating in and processing of share dealings, certification and transfers/issues File with the Registrar General and circulating to all Directors the Annual Report comprising Directors Report, the Financial Statements and the Auditor s Report with the Registrar General Any other services not listed here but reasonably expected from a company secretary.

5 2. Legal Support Provide input into drafting, reviewing, negotiating and finalising relevant legal documentation Implement, monitor and general management of customer and vendor contracts Assist with resolving customer disputes Advise on applicability and interpretation of OCL legal documentation Render legal opinions and advise on personnel matters (personnel policies, recruitment, grievances, mediation, and disciplinary procedures) Assist with litigation, when necessary Conduct debt collection in liaison with the commercial and finance team Create and supervise maintenance of customer and supplier contracts database Create contract management processes across all departments Condition of services Malawi laws etom Business strategy Responsible 3. Compliance Develops and implement an effective legal compliance program Creates sound internal controls and monitor adherence to them Drafts and revise company policies Audits processes proactively, practices and documents to identify weaknesses Evaluates business activities (e.g. investments) to assess compliance risk Collaborates with external auditors and HR when needed Sets plans to manage a crisis or compliance violation Educates and trains employees on regulations and industry practices Addresses employee concerns or questions on legal compliance Keeps abreast of internal standards and business goals

6 Liaise with and manage external legal counsel Provide general legal advice relating to the day-today running of the company Any other services not listed here but reasonably expected from a legal advisor 4. Regulatory and Compliance Support Develops and implement an effective legal and regulatory compliance program Condition of service Processes and Policies Malawi labor laws Responsible Sets plans to manage a crisis or compliance violation Process OCL Licence Application Conduct Licence negotiations with MACRA Set up licence monitoring, implementation, enforcement, compliance and reporting structures Liaise with MACRA and acquiring approval for shareholder changes Monitor and enforce licence obligations Provide regular reports to MACRA, the Reserve Bank of Malawi and other regulators as required Apply and negotiate for Master Facilities Service Access Agreement, type approval for OCL facilities File Facility Services Access Agreement entered into with customers Negotiate roll out targets with MACRA Draw up and file corporate social responsibility obligations Liaise with MACRA on tariff approval Advise on requirements of the ITU and other relevant international standardization bodies

7 Apply for negative clearance with the Competition Commission, where necessary, and advising on competition issues Liaise with MACRA on technical, economic and consumer protection regulatory requirements Negotiate and implementing universal service obligations where need arises Apply and negotiate for licence amendments Lobby with regulators on conducive operating environment Act as a link with other operators for a unified approach on common operator issues Provide general regulatory advice Educates and train employees on regulations and industry practices Addresses employee concerns or questions on legal compliance Keeps abreast of internal standards and business goals Any other services not listed here but reasonably expected from a regulatory expert

8 SECTION III KEY DECISIONS MADE Please state approximately 2-3 major decisions that are made in the job. These normally flow from agreed departmental/individual objectives. Start the sentences with the word Decides 1. decides on legal and regulatory processes 2. Decides on legal matters 3. Decides on Board and committee meetings schedules and agenda Supervision Given Describe the supervision given, to whom and how often (for example: Supervises the artisans through daily meetings and planning sessions) Receives supervision from the Chief Executive Officer as required KEY CONTACTS and purpose (if applicable) Internal (above and below post holder) Directors, CEO, CFO, COO and middle level Management External Customers, Directors, shareholders, Laws makers, MACRA, Competition Commission, MRA and the Registrar General PLANNING State specific long term & short term deadlines, if any, which must be met (for example: incumbent must ensure that all month end, quarterly, annual and ad hock reports are ready by 28 th of each month) Plans on Board and Committees meetings Plans on daily/weekly and monthly work schedule Plans on quarterly resolutions reconciliation activities SCHOOL EDUCATION State the minimum level of formal school education required for this job. (This may not equate to the standard of education of the present incumbent)

9 A-Level/O level ( MSCE) POST SCHOOL QUALIFICATIONS State the minimum level of formal post school qualifications required for this job (for example: a Degree, Diploma, Certificate, City & Guilds Apprenticeship qualifications). State length of time required for the qualification. 1. Bachelor of Laws (Hons) - 8 years 2. ICSA Graduate - 3 years 3. Masters in Business Administration, Telecommunications and IT Law, Corporate Law and/or Commercial Law EXPERIENCE State the minimum length and type of relevant experience required for this job from qualifying (for example: three years experience in the design and maintenance of certain equipment may be required for a technical position). Well knowledgeable in Communications, Corporate and Commercial law At least eight years of past experience on similar works, preferably in a Telecommunication company or a corporate environment Familiarity with industry practices and professional standards At least eight years experience post admission to the Malawian Bar Experience in Risk Management SUMMARY OF INDICATORS OF THE JOB SIZE IN THE ORGANISATION (applicable to appropriate levels of posts only) Holds full responsibility for: Direct and indirect number of permanent/non permanent staff - 5 Value of budget managed for the current year for the relevant Department, Section or Unit Value of assets managed for the Division, Section or Unit (for example: equipment, plant, machinery, products) USD500,000.00

10 HAZARDS AND SAFETY REQUIREMENTS State only specific hazards that would lead to safety training, or the wearing of safety equipment on a continual basis (for example: job holder is required to wear full safety equipment - mask, overalls and boots) exposure to computer everyday and hence risky to the eyes