Regional Head of Legal & Company Secretary – Ecobank Transnational Incorporated

Job Description

Job Description II. JOB PURPOSE The Regional Counsel and Company Secretary (RC) is a high-level executive role responsible for overseeing the entire legal and governance function within the Bank:

Key Responsibilities

• Participates in setting the strategy and objectives for Ecobank Ghana (EGH)
• Sets the strategy and objectives for the Legal Department in alignment with EGH’s.
• Sets the framework for developing a value-added legal function that provides customer focused legal solutions to business problems.
• Oversee the legal function and ensure that it serves as a business enabler that adequately addresses business needs
• Provides leadership in all legal and governance matters relating to Ecobank Ghana.
• Provides legal opinions to support all significant decisions in the bank.
• Provides strategic legal advice to the Board and Senior Management
• Provides guidance on governance matters to the AWA Chairpersons, EGH Board and Senior Management.
• Plays the lead role in and manages the implementation of governance policies that are consistent with the rest of the Group, to achieve the Bank’s strategic objectives
• Manages and provides quarterly reporting on the pending lawsuits to the EGH Board.
• Handles governance regulatory reporting to Bank of Ghana, Ghana Stock Exchange and Securities and Exchange Commission.
• Relates with regulators including Bank of Ghana, Ghana Stock Exchange and Securities and Exchange Commission regulators on all governance and legal matters.
• Plays a critical role in ensuring that the entire bank operates within legal boundaries and manages legal risks effectively to enable it to achieve its business objectives and ensure long-term sustainable success.
• Plays a leading role in coaching and developing the Legal team
• Plays a leading role in the induction and development of the Board of Directors

Legal Management

• Develops and manages the legal department: The RC coordinates and gives direction to the three Units in the Department in the areas of credit risk mitigation, litigation and support to the business drivers and general provision of legal services for the institution.
• Provides legal advice and counsel: As a business enabler, the RC provides best in class legal advisory services to the Board and Senior Management or ensures that the institution has ready access to the best legal advisory services in all matters, including business strategy, mergers and acquisitions, major transactions, corporate governance, and risk management to enable the Bank to achieve its strategic objectives while minimizing legal exposure.
• Manages legal risks: The RC is responsible for identifying and managing legal risks associated with the bank’s operations, products, and services. This involves assessing the legal implications of business decisions, developing and implementing policies and procedures to mitigate legal risks, and working with other departments to ensure compliance with applicable laws and regulations.
• Negotiates contracts: The RC negotiates contracts with clients, regulatory bodies, third-party vendors, suppliers, and other external parties on behalf of the bank. This involves preparing, vetting or reviewing all standard and non-standard contracts to be entered into by the Bank for determining legal compliance, identifying potential risks, negotiating favorable terms and conditions and ensuring that the institution has the best protection at law. The RC also ensures the use of standardized legal documentation in the bank.
• Develops and implements cost-saving strategies: The RC manages the legal budget and develops cost -saving strategies that support the bank’s financial objectives, such as reducing legal fees and minimizing legal exposure. The RC also identifies opportunities to streamline legal processes and procedures to increase efficiency and reduce costs.

Company Secretarial

• Corporate Governance: The RC provides counsel to the Board on corporate governance principles and individual directors liability and ensures that all the bodies of the Company conform to and comply with the law, Bank constitution, Corporate Governance Charter and any other internal company regulations.
• Company Secretarial duties: The RC performs company secretarial duties for the Board and all its committees ie, convening meetings of Directors; preparing agenda and collating the relevant papers for Board Meetings; recording minutes; ensuring compliance with statutory regulations and keeping the statutory books of the Company including but not limited to minutes books, share registers, register of directors and debenture holders.
• Statutory functions: The RC discharges all statutory functions including the filing of all regulatory returns and ensures compliance of all statutory obligations of the Company as detailed under Company Law.
• Statutory Meetings: The RC convenes the Annual General Meetings and other meetings of Shareholders and act as Secretary to such meetings and carry out the directives of the meetings accordingly.
• Liaison: The RC manages the relationship between the local Board and ETI.

Relationship Management

• Communication: The RC maintains excellent communication to support productive external and internal relationships and the resolution of problematic issues.
• Key Stakeholder relations: The RC establishes productive relationships with key stakeholders and business influencers across the Group.
• Executive Committee: The RC serves as an effective member of the Executive Committee of the Bank.
• Service Level Agreements (SLAs): The RC implements SLAs and ensures effective delivery of legal services though the legal business partnership structure to all departments and the entire branch network.
• External Counsel: The RC liaises with other parties’ legal advisors and representatives when necessary.

Risk, Governance & Control

• Compliance: The RC implements and manage the processes to ensure on-going compliance with all the Corporate Governance policies and procedures.

Financial Management

• Legal Budget: The RC develops budget recommendations to support systematically planned programs of legal actions and establish controls for the efficient deployment of resources within approved budget.
• Governance Spend: The RC monitors governance spend and ensures that board operations are carried out in a cost-effective manner

Other Duties

• AWA Chairpersons Regional Committee – The RC serves as the Regional Company Secretary to the Committee.
• Anglophone West Africa regional support – The RC offers support to the General Counsel and Company secretaries in the affiliates in the Anglophone West Africa Region on governance and legal services.
• Ecobank Ghana Advisory Firm Beijing- The RC offers support on governance and legal services.
• Ecobank Ghana Representative Office, S.A- The RC offers support on governance and legal services.
• The RC performs all other duties as reasonably assigned

Required IV. JOB SKILLS & EXPERIENCE REQUIRED Education Qualified Solicitor or Barrister – bachelor’s degree / License

Preferred Education: Post Graduate Degree (MBA/LLM)

Skills & Experience:

At Least 12 Years Of Post-call Experience Required. Effective strategic planning and knowledge. Understanding of governance and legal frameworks.

Preferred Skills & Experience:

At least 5 years in a management position in financial services.

Bi-lingual – Any of the following additional languages: English, French, Portuguese

V. COMPETENCIES Strong leadership and management skills with the ability to manage a team of senior lawyers and support staff.

Sound business acumen with a strategic mindset and focus on business enablement and cost savings.

In-depth understanding of banking law & regulations, securities law, corporate and commercial law.

Excellent communication and interpersonal skills, with the ability to build strong relationships with regulators, directors, senior executives, external counsel, and other stakeholders.

Analytical and problem-solving skills with the ability to identify and mitigate legal risks while achieving business objectives.