SENIOR MANAGER, GROUP COMPANY SECRETARIAL (GOVERNANCE)

GENERAL DESCRIPTION

To provide effective company secretarial services and technical advice to the Company/Board of Directors and other duties as assigned by the Head of Group Company Secretarial Services (“Head”)/Group Company Secretary.

To assist the Head to uphold the highest standards of corporate governance across KPJ Healthcare Berhad and its subsidiaries by ensuring statutory compliance, effective Board governance, and to provide advisory to the Board of Directors and Senior Management, as and when required.

To work closely with the Board of Directors, Board Committees, Senior Management, regulators and external advisers.

JOB DESCRIPTION

 1. Board & Board Committee Governance

Lead the overall governance and administration of the Board and Board Committee functions by:

• Developing and managing the annual Board and Committee calendar.

• Planning, coordinating and facilitating Board and Committee meetings.

• Reviewing Board papers to ensure governance quality, completeness and compliance with governance standards.

• Preparing agendas, notices of meetings, minutes and Board resolutions.

• Ensuring timely circulation of Board materials through the Board portal.

• Monitoring implementation of Board decisions and action items.

• Advising the Chairman, Directors and Management on Board processes and governance requirements.

• Supporting Board effectiveness through governance best practices and continuous improvements.

 2. Corporate Governance Leadership

Lead and continuously enhance the Group's corporate governance framework by:

• Driving governance excellence throughout the Group.

• Reviewing governance structures and recommending improvements.

• Advising the Board and Senior Management on governance developments and emerging best practices.

 3. Statutory Compliance

 Ensuring full compliance with the following :-

• the Companies Act 2016.

• Bursa Malaysia Main Market Listing Requirements.

• Securities Commission Malaysia requirements.

• Malaysian Code on Corporate Governance.

 4. Board Advisory & Strategic Governance

 Provide strategic governance advisory to the Board and Senior Management by:

• Advising Directors on fiduciary duties, governance responsibilities and statutory obligations.

• Advising on governance implications arising from strategic decisions.

• Providing governance guidance on conflicts of interest and related party transactions.

• Advising on governance risks associated with corporate initiatives.

• Supporting governance decision-making during strategic corporate exercises.

• Providing governance recommendations to strengthen Board effectiveness.

KEY ACCOUNTABILITIES

• Maintain full statutory compliance with zero governance breaches attributable to the Company Secretarial function.

• Ensure timely completion of all statutory filings and corporate disclosures.

• Deliver effective governance support to all Board and Board Committee meetings.

• Maintain a robust governance framework aligned with regulatory requirements.

• Enhance Board effectiveness through governance best practices.

• Successfully deliver governance-related corporate exercises.

• Drive continuous governance improvements across the Group.

• Build organisational governance capability and promote governance excellence.

 DECISION AUTHORITY

 Authorised to:

• Interpret governance requirements and statutory obligations.

• Recommend governance improvements.

• Review governance documentation before Board submission.

• Advise Management on governance compliance matters.

• Determine governance processes and secretariat practices.

• Escalate governance risks to the Company Secretary.

 Requires approval from the Head of Group Company Secretarial Services for:

• Governance policy changes.

• Board governance structure changes.

• Significant governance exceptions.

• Major corporate governance initiatives.

 FINANCIAL ACCOUNTABILITY

 Responsible for:

• Governance operating budget.

• Board administration expenditure.

• Governance systems and Board Portal administration.

• External company secretarial professional fees (where assigned).

JOB REQUIREMENT

Education:

• Chartered Governance Professional (CGI/ICSA) qualification.

• Licensed Secretary

• Bachelor’s Dgree in Law, Corporate Administration, Business Administration or related discipline.

• Associate or Fellow of CGI Malaysia.

• Practising Certificate under the Companies Commission of Malaysia is an added advantage.

Knowledge and Experiences:

• Minimum 12 years' experience in Company Secretarial practice.

• At least 5 years in a managerial or leadership role.

• Extensive experience supporting Boards of Directors and Board Committees.

• Experience within a listed public company or large corporate group.

• Strong knowledge of:

  • Companies Act 2016

  • Bursa Malaysia Main Market Listing Requirements

  • Malaysian Code on Corporate Governance

  • Securities Commission Malaysia requirements

  • Corporate governance principles

  • Board governance practices

• Experience in mergers & acquisitions, restructuring, due diligence and corporate exercises is advantageous.

Skills & Competencies:

Leadership

• Strategic Leadership

• Stakeholder Management

• Decision Making

• Team Leadership

• Executive Communication

• Change Management

   Functional

• Corporate Secretarial Practice

• Corporate Governance

• Board Administration

• Statutory Compliance

• Regulatory Advisory

• Governance Reporting

• Risk Management

• Corporate Documentation

• Project Management

Personal attributes

• High Integrity

• Professionalism

• Confidentiality

• Strong Analytical Skills

• Attention to Detail

• Sound Judgement

• Executive Presence

• Excellent Interpersonal Skills

• Results Orientation

• Continuous Improvement Mindset

• Adaptability