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Tuesday, July 12, 2016

General Legal Counsel / Company Secretary (GLC/CS)

by Juma Mzuri  |  at  1:57 AM

Department:

People & Change Nigeria

Job type:

Permanent

Closing date:

20-Jul-16

Location:

Abuja

Reference Number:

130-PEO00650
The Company
Our Client is setting up a Development Finance Institution with an objective to increase the availability and access to finance for Micro, Small and Medium Enterprises (MSME) through eligible financial intermediaries.
Roles & Responsibilities
Overall Function of the Position:
The General Legal Counsel / Company Secretary (GLC/CS) is responsible for ensuring the formulation, implementation and provision of legal strategies, legal advice and secretarial services to the Bank, its Board and Committees in compliance with applicable rules and Banking regulations, in order to ensure minimal interruptions to the Bank’s operations.

Specific Duties of the Position:
Assists the Board and Management in developing and implementing good corporate governance practices and culture.
Prepares and drives implementation of approved legal/company secretarial budgets and reports on variances
Provides legal advice on all transactions with third parties including all legal documents and external publications to avoid or minimize exposure to potential litigation
Serves as an internal Legal Consultant to other business units in the Bank by providing advice on contracts, laws, legal implications and dispute resolution.
Oversees the drafting, vetting and reviewing of all legal documents and agreements relating to the Bank’s operations (e.g. supplier contracts, insurance contracts, employee contracts, service level agreements, subsidiary loan agreements) and ensures company standards are properly complied with before signing new deals/executing the agreements
Liaises with external regulators and advisers, such as CBN, Lawyers, Auditors, Corporate Affairs Commission on behalf of the Bank
Prepares legal guidelines for use of the Bank to mitigate against possible litigation, arbitration, labour dispute and other situations capable of disrupting the Bank’s operations
Advises management in all contractual negotiations and arrangements
Monitors changes in Banking legislations and other regulatory environment and advises management on current legislation, regulatory issues, or legal risks that might impact the Bank strategies and operations
Liaises with the Bank’s external solicitors to defend the Bank in all litigation involving the Bank.
Arrange meetings of the Directors and the Shareholders. Issue proper notices of meetings, prepares agenda, circulates relevant papers and ensures that notices of such meetings and all relevant papers are dispatched to Directors in sufficient time to ensure their meaningful contribution.
Takes and produces minutes to record the business transacted at Directors and Shareholders meetings and the decisions taken.
Maintains and updates all statutory records, i.e. register of shareholders/directors, minutes of board meetings, share ownership structure and changes in any of these, in accordance with the relevant regulations/acts
Articulates and develops the department’s strategy, and ensure alignment with the Bank’s strategic objectives and provide support in its execution
Approve and coordinate the execution of the departments work program and plans
Ensures that collateral security is taken for the Bank’s loan facilities and are adequately perfected
Works with the relevant department on the fulfilment of pre-disbursement conditions and legal documentations prior to drawdown
Maintains custody of all original contract documents as well as security documents
Prepares and submits period activity and performance reports to the MD/CEO
Requirements
Minimum of a Bachelor’s Degree in Law and a Master’s Degree in a relevant discipline
Minimum of 15 years post-graduation experience in Law, Company Secretary and General Counsel out of which at least 12 years must have been in the financial services industry, 7 of which must have been in a Senior Management position
Relevant professional qualifications in Management, Legal and/or Secretarial discipline
Proven track record in MSME and developmental projects

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