Vice President, Corporate Secretarial - Malaysia, Kuala Lumpur - Alliance Bank Malaysia Berhad

Description

Key Responsibilities

Board & Board Committee Meetings

• Setting meeting agendas in conjunction with chairmen of meetings.
• Preparation of meeting papers related to appointment, re-appointment of directors, annual performance evaluation of directors, directors' remuneration, Annual Reports, AGMs, revision of internal policies & procedures to ensure relevant approvals are given.
• Compilation of meetings papers, to filter them to ensure compliance with the required standards of good governance and timely delivery to respective members.
• Coordinate, organise and ensure the smooth running of meetings.

Shareholders' General Meetings

• Ensure general meetings are held in accordance with the statutory and regulatory requirements and the Constitution of ABMB.
• Managing and co-ordinating the General Meetings for shareholders (issuance of notices of meetings; ensuring proxy forms are correctly processed and that voting is carried out accurately in accordance with statutory, regulatory requirements and the Constitution).
• Obtaining internal and external agreements to all documentation for circulation to shareholders.
• Attend to shareholders' enquiries in collaboration with other relevant departments.

Minutes and resolutions

• Taking and drafting of minutes of meetings to ensure proceeding of meetings are properly recorded.
• Preparation of circular resolutions/approval sheets to ensure relevant approvals are secured.
• Ensure decisions/instructions at meetings are properly carried out and communicated to relevant parties.
• Follow-up of matters arising (with clear accountabilities) and with appropriate timelines, whenever feasible, to bring matters/issues to closure.

Statutory, Regulatory and internal policies compliance

• Ensure compliance with statutory & regulatory requirements, MMLR, the Constitution and internal policies.
• Monitor any updates from the MMLR and other relevant Acts and escalate to the Group Company Secretary, Directors and Management and to ensure ABMB and the Directors are in compliance.
• Continuously review on the developments in corporate governance and best practices.
  • Ensure the timely submission of all statutory forms, returns, announcements and documents as required by statutory and regulatory bodies.
  • Ensure requisite fees are paid within the timeframe as stipulated by the MMLR in order to avoid penalty/fine.

Directors

• Provide guidance and advice to the Directors on their duties, responsibilities and powers, including advice on good governance.
• Provide guidance and advice to the Board and Board Committees on the conduct of meetings and their governance obligations and responsibilities.
• Ensure the Directors operate within an authority framework approved by the Board.
• Attend to requests from Directors.
• Assess the training needs of directors and to arrange training programmes/seminar/conference and keeping track of their training requirements to ensure regulatory compliance.
• Arrange and coordinate the payment of Directors/Board Committee fees and sitting allowances.

Annual Reports

• Collaborate with Group Corporate Branding, Group Corporate Affairs and other relevant departments in the production, publication and distribution of the ABMB's Annual Reports.
• Draft relevant reports in compliance with statutory and regulatory requirements and ensure accuracy, relevance and consistency of all write-ups in the Annual Reports.

Dividends

• Manage the payment of dividends to shareholders and to ensure compliance with the statutory and regulatory requirement.

Review of regulation, policies and procedures

• To ensure Constitutions, Terms of Reference of Board and Board Committees and other internal policies are reviewed and updated to ensure relevance and compliance with statutory and regulatory requirements.

Special Projects

• Participate as a key member of ABMB's special projects team established to implement fund raising, corporate acquisitions, disposal and mergers, share capital structures; protecting ABMB's interest by ensuring the effectiveness of all documentations and ensuring accuracy of the due diligence disclosures.

Statutory registers, Company Seal and safekeeping of documents

• Recording and updating of all statutory registers.
• Safe custody and proper use of common seals.
• Safekeeping of minutes and agreements.

General duties

• Assist and support the Group Company Secretary.
• Liaise with external regulators and advisers such as Companies Commission of Malaysia, Bursa Securities, Bank Negara Malaysia, Securities Commission, lawyers, auditors, professional bodies etc.
• Vetting of all agreements and legal documents prior to execution.
• Liaising, coordinating, vetting final artwork with media agencies on mandatory press advertisements in compliance with the relevant regulations.
• Maintenance of Board and Board Committee Meetings Diary.
• Maintaining a record of the Group's corporate structure.
• Check and verify invoices for payment to suppliers and internal departments.
• Provide guidance/mentoring support to team member.

Experience / Knowledge Required:

Skills

• Work independently
• Work, manage and supervise a team of staff independently
• Team player with positive working attitude and initiative
• Possess good written and communication skills
• Computer knowledge i.e. Microsoft Office software

• Possess ICSA qualification and a member of MAICSA.
• Statutory rules and regulations i.e. Companies Act, Bursa Securities Listing Requirements, Capital Market & Services Act 2007, BNM/GP Guidelines, Bursa Rules, etc.
• Experience in dealing with regulatory bodies, legal advisers, special project consultants.

• At least 10 years' working experience in corporate secretarial work.
• Experience of working with Board members and senior management.
• Experience in working with information of a highly confidential nature.