Manager, Corporate Governance

JOB PURPOSE

The jobholder is responsible to manage the Corporate Governance’ policies, team, resources, communications, and other activities to safeguard Borouge and Shareholders’ interests in line with Borouge strategies, and local and international regulations and standards.

This role includes; developing and managing the Corporate Governance Framework; managing and coordinating the respective Board Committees & Board Advisory Committee’ meetings, agendas, actions, and other reporting, while collaborating with various functions on governance protocols and projects.

KEY ACCOUNTABILITIES

Job Specific Accountabilities

Corporate Governance Framework

• Develop and implement a Corporate Governance Framework, functional and divisional policies and procedures, and work instructions, building on the Company’s existing programs and processes.
• Prepare Corporate Governance Framework, functional and divisional policies and procedures, work instruction manuals. Promote and update policy and procedures by coordinating between management and divisional managers, to reflect regulatory requirements and best practices.
• Develop and implement corporate governance policies and procedures in accordance with relevant laws, regulations, and best practices to ensure compliance with regulatory requirements and corporate governance principles, including listing rules and disclosure requirements.
• Conduct regular reviews and assessments of corporate governance practices, monitor and report on corporate governance developments and trends, and make recommendations for improvement.
• Coordinate with internal and external auditors to ensure that corporate governance practices are being effectively audited and reviewed.

Board Committees’ Coordination

• Manage Board & Board Advisory Committee (BAC) Meetings including preparation of agenda, write-up, presentation, minutes, and follow up on actions / recommendations.
• Manage Board & Board Advisory Committee Meetings including preparation of agenda, write-up, presentation, minutes, and follow up on actions / recommendations.
• Board Support: Provide guidance and support to senior management, the board of directors, and committees on corporate governance matters, and facilitate board and committee meetings.
• Training and Awareness: Conduct training programs to ensure that employees and board members are aware of and comply with corporate governance policies and procedures.

Shareholders Reporting

• Ensure availability and accuracy of internal and external committee charters, verification of information and charters, and apply amendments and publish updates.
• Prepare for submission, hold committee meetings, receive, process, and score the IAP submissions, hold award ceremonies and organizing motivational activities for the employees to generate more submissions and build linkage of rewards to key initiatives. Prepare flyers, booklets, posters, and statistics to promote excellence and new initiatives.
• Monitoring and Reporting: Monitor compliance with corporate governance policies and procedures and prepare reports for senior management and the board of directors.
• External Reporting: Ensure that corporate governance practices are accurately disclosed in the company’s annual reports and other external communications.

Functions’ Support

• Collaborate with other departments (e.g., Quality Management, Internal Audit, etc.) to ensure the implementation and effectiveness of Corporate Governance Framework
• Prepare documentation, guidelines, road shows, promotion, implementation, follow up and monitoring compliance for the Corporate Initiatives and new Frameworks.
• Stakeholder Management: Manage relationships with external stakeholders, including regulators, investors, and proxy advisory firms, to promote transparency and accountability.
• Ensuring Regulatory Compliance: Monitor changes in relevant laws, regulations, and listing requirements to ensure the company’s compliance.
• Implementing Best Practices: Implement corporate governance best practices to enhance the company’s governance framework.
• Risk Management: Work with the risk management team to identify and mitigate corporate governance risks.

QUALIFICATIONS, EXPERIENCE, KNOWLEDGE & SKILLS

Minimum Qualification

• Bachelor’s degree in Communication, Risk Management, or any other discipline.
• Advanced degrees such as a Master of Business Administration (MBA) or a Juris Doctor (JD) may be preferred.
• Fluency in English Language; written and oral

Minimum Experience & Knowledge & Skills

• Minimum of 8 – 12 years of total experience in Governance & Strategy Occupations.
• Minimum of 10-15 years of experience in corporate governance, compliance, legal, or a related field, preferably in a public listed company or financial institution
• Proven records of board reporting and interaction.
• Strong understanding of corporate governance principles, regulations, and best practices is essential. Familiarity with relevant laws and regulations, such as the Companies Act and listing rules, is also important.
• Excellent written and verbal communication skills are necessary for preparing reports, policies, and presentations, as well as for interacting with stakeholders.
• Ability to build relationships and collaborate effectively with internal and external stakeholders, including senior management and board members.

Professional Certifications

Preferred to be certified in:

• Chartered Secretary (ICSA): The Chartered Secretary qualification is a recognized standard for corporate governance professionals and demonstrates a prominent level of expertise in this area.
• Certified Corporate Governance Professional (GIFA): This certification is offered by the Global Institute of Finance and provides a comprehensive understanding of corporate governance principles and practices.
• Certified Compliance & Ethics Professional (CCEP): While not specific to corporate governance, this certification demonstrates expertise in compliance and ethics, which are closely related areas.

Certified Risk Management Professional (CRMP): This certification is valuable for demonstrating expertise in identifying and managing risks, which is an important aspect of corporate governance.

JOB PURPOSE

The jobholder is responsible to manage the Corporate Governance’ policies, team, resources, communications, and other activities to safeguard Borouge and Shareholders’ interests in line with Borouge strategies, and local and international regulations and standards.

This role includes; developing and managing the Corporate Governance Framework; managing and coordinating the respective Board Committees & Board Advisory Committee’ meetings, agendas, actions, and other reporting, while collaborating with various functions on governance protocols and projects.

KEY ACCOUNTABILITIES

Job Specific Accountabilities

Corporate Governance Framework

• Develop and implement a Corporate Governance Framework, functional and divisional policies and procedures, and work instructions, building on the Company’s existing programs and processes.
• Prepare Corporate Governance Framework, functional and divisional policies and procedures, work instruction manuals. Promote and update policy and procedures by coordinating between management and divisional managers, to reflect regulatory requirements and best practices.
• Develop and implement corporate governance policies and procedures in accordance with relevant laws, regulations, and best practices to ensure compliance with regulatory requirements and corporate governance principles, including listing rules and disclosure requirements.
• Conduct regular reviews and assessments of corporate governance practices, monitor and report on corporate governance developments and trends, and make recommendations for improvement.
• Coordinate with internal and external auditors to ensure that corporate governance practices are being effectively audited and reviewed.

Board Committees’ Coordination

• Manage Board & Board Advisory Committee (BAC) Meetings including preparation of agenda, write-up, presentation, minutes, and follow up on actions / recommendations.
• Manage Board & Board Advisory Committee Meetings including preparation of agenda, write-up, presentation, minutes, and follow up on actions / recommendations.
• Board Support: Provide guidance and support to senior management, the board of directors, and committees on corporate governance matters, and facilitate board and committee meetings.
• Training and Awareness: Conduct training programs to ensure that employees and board members are aware of and comply with corporate governance policies and procedures.

Shareholders Reporting

• Ensure availability and accuracy of internal and external committee charters, verification of information and charters, and apply amendments and publish updates.
• Prepare for submission, hold committee meetings, receive, process, and score the IAP submissions, hold award ceremonies and organizing motivational activities for the employees to generate more submissions and build linkage of rewards to key initiatives. Prepare flyers, booklets, posters, and statistics to promote excellence and new initiatives.
• Monitoring and Reporting: Monitor compliance with corporate governance policies and procedures and prepare reports for senior management and the board of directors.
• External Reporting: Ensure that corporate governance practices are accurately disclosed in the company’s annual reports and other external communications.

Functions’ Support

• Collaborate with other departments (e.g., Quality Management, Internal Audit, etc.) to ensure the implementation and effectiveness of Corporate Governance Framework
• Prepare documentation, guidelines, road shows, promotion, implementation, follow up and monitoring compliance for the Corporate Initiatives and new Frameworks.
• Stakeholder Management: Manage relationships with external stakeholders, including regulators, investors, and proxy advisory firms, to promote transparency and accountability.
• Ensuring Regulatory Compliance: Monitor changes in relevant laws, regulations, and listing requirements to ensure the company’s compliance.
• Implementing Best Practices: Implement corporate governance best practices to enhance the company’s governance framework.
• Risk Management: Work with the risk management team to identify and mitigate corporate governance risks.

QUALIFICATIONS, EXPERIENCE, KNOWLEDGE & SKILLS

Minimum Qualification

• Bachelor’s degree in Communication, Risk Management, or any other discipline.
• Advanced degrees such as a Master of Business Administration (MBA) or a Juris Doctor (JD) may be preferred.
• Fluency in English Language; written and oral

Minimum Experience & Knowledge & Skills

• Minimum of 8 – 12 years of total experience in Governance & Strategy Occupations.
• Minimum of 5-7 years of experience in corporate governance, compliance, legal, or a related field, preferably in a public listed company or financial institution
• Proven records of board reporting and interaction.
• Strong understanding of corporate governance principles, regulations, and best practices is essential. Familiarity with relevant laws and regulations, such as the Companies Act and listing rules, is also important.
• Excellent written and verbal communication skills are necessary for preparing reports, policies, and presentations, as well as for interacting with stakeholders.
• Ability to build relationships and collaborate effectively with internal and external stakeholders, including senior management and board members.

Professional Certifications

Preferred to be certified in:

• Chartered Secretary (ICSA): The Chartered Secretary qualification is a recognized standard for corporate governance professionals and demonstrates a prominent level of expertise in this area.
• Certified Corporate Governance Professional (GIFA): This certification is offered by the Global Institute of Finance and provides a comprehensive understanding of corporate governance principles and practices.
• Certified Compliance & Ethics Professional (CCEP): While not specific to corporate governance, this certification demonstrates expertise in compliance and ethics, which are closely related areas.

Certified Risk Management Professional (CRMP): This certification is valuable for demonstrating expertise in identifying and managing risks, which is an important aspect of corporate governance.