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Director, Company Secretary

1 month ago

Kuala Lumpur, Malaysia Standard Chartered Full time

**Job***: Legal

**Primary Location***: Asia-Malaysia-Kuala Lumpur

**Schedule***: Full-time

**Employee Status***: Permanent

**Posting Date***: 25/Jul/2023, 12:00:32 AM

**Unposting Date***: 30/Jul/2023, 5:59:00 PM

**Role Responsibilities**

**Board Governance**
- Manage the end to end board process ensuring high quality papers are circulated to the directors and minutes are drafted on a timely basis with all actions clearly documented and proactively followed up.
- Provide advice to the Chairman and Chief Executive Officer on board/ board committee agendas to ensure the directors have the right information to make the decisions/ approvals being requested.

**Directors**
- Work closely with the Regional Head, Subsidiary Governance and the Chief Executive Officer to develop, maintain and execute on a robust board succession plan. Maintain an up to date capability matrix and independent director watch list.
- Deliver a tailored induction programme for all newly appointed directors within three months of appointment.
- Consult, guide and advise the directors on relevant ongoing training in respect to fiduciary duties, director responsibilities and liabilities, governance developments/ issues, strategic priorities and risk management principles. Maintain a log of all training completed.
- Be a ‘trusted advisor’ to the directors and be their point of contact for all corporate governance and board related matters.
- Embed a robust process to manage conflicts of interest, outside business interests, associated disclosure obligations and internal approvals/ clearances.
- Support the Chief Executive Officer in establishing and maintaining a robust relationship with independent non-executive directors
- Ensure Group led ‘linkages’ initiatives are fully supported by the directors. Proactively provide information of significance to the Independent Directors, particularly in respect to public information about the Group or any matter that is likely to be reported in the public domain. Work closely with the Chief Executive Officer and liaise with the Regional Head, Subsidiary Governance to ensure alignment.
- Provide advice and work with the Chairman to ensure a board evaluation is conducted on an annual basis and follow up actions are implemented.

**Corporate Structure & Approvals**
- Manage all entities in Blueprint where named as the Responsible Person (“RP”). Provide blueprint oversight for all other entities in Malaysia ensuring the RPs fully understand their responsibilities and complete changes to mandatory fields and compliance reviews within the prescribed timelines.
- Provide guidance to all Accountable Executives (“AE”) in Malaysia so they fully understand their responsibilities and complete their six monthly reports the Chief Executive Officer.
- Proactively drive the liquidation process for entities no longer required through collaboration with the AE during the CAAF approval process and the engagement of the liquidator.
- Provide advice to all stakeholders on corporate authorities and work closely with the senior management to ensure relevant board and committee approvals are obtained on a timely basis.
- Ensure that all senior managers clearly understand the sources of authority framework and the process for obtaining approval authority and demonstrating evidence as appropriate to external third parties (includes advisory on the Group Authorised Signatory Book, Group Delegated Authorities Manual and Power of Attorney Policy).

**Thought leadership**
- Lead on the Company’s involvement with consultations relating to corporate governance practices and demonstrate judgement on the areas to engage, so as to maximise the Group’s value to thought leadership with regulators and policy makers.
- Continuously review and look for ways to streamline BAU processes to ensure efficient and sustainable ways of working within the Malaysia Company Secretariat.
- Lead on various corporate governance, GCS-related projects and initiatives and other Group Projects relevant to Malaysia. Drive and stimulate an environment where forward planning, prioritisation and deadline management lead to efficient work practices and streamlined functional activities and processes.

**People**
- Effective management and development of direct reports, team succession planning, including building strong relationships with the wider regional team and encouraging team collaboration.
- Manage objectives, performance and deliverables against agreed priorities. Timely compliance with all P3 related timelines and ensuring all e-learnings and code of conduct recommitments are completed.
- Ensure all members of the Malaysia Company Secretariat team are crystal clear on their obligations and duties in respect to GCS Group Policies, Company Secretary minimum standards, operational risk framework and conduct/ behaviour.

**Other Responsibilities**

Proactively contribute and engage with the Regional GCS team and promote the sharing

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