The Company Secretary / Legal Counsel will be responsible for overseeing the legal and regulatory compliance of Zambia Gold Company Ltd, managing corporate governance practices, and providing legal advice on all matters affecting the company. The role ensures that the company adheres to statutory obligations and provides secretarial support to the Board of Directors. Additionally, the individual will manage legal risks and contracts, ensure legal compliance in the mining sector, and act as a key advisor to the executive team and the Board of Directors on corporate legal matters.

Key Responsibilities:

Company Secretarial Duties:

• Ensure compliance with all legal, regulatory, and corporate governance requirements.
• Maintain accurate company records, including minutes of Board meetings, resolutions, statutory filings, and other governance documents.
• Organize and prepare agendas for Board and committee meetings, ensuring timely distribution of relevant documents.
• Ensure the company’s filings with the Patents and Companies Registration Agency (PACRA) and other regulatory bodies are current and complete.
• Manage and oversee the annual general meeting (AGM), including ensuring the preparation of reports and statutory returns.
• Advise the Board on corporate governance best practices and compliance with relevant laws.

Legal Counsel Duties:

• Provide comprehensive legal advice on business operations, contracts, and transactions.
• Draft, review, and negotiate various contracts, agreements, and other legal documents.
• Manage all legal matters relating to the company’s mining operations, including regulatory compliance, environmental laws, and labor issues.
• Oversee legal disputes, litigation, and liaison with external counsel when necessary.
• Ensure that the company complies with all applicable Zambian mining laws and regulations.
• Assist in managing intellectual property rights and ensuring proper protection of company assets.

Regulatory & Compliance:

• Monitor and review changes in legal, regulatory, and statutory requirements affecting the company’s operations.
• Establish and oversee systems and processes to ensure ongoing compliance with mining laws, corporate governance, environmental regulations, and anti-corruption measures.
• Manage legal risks by providing legal input in the development of company policies and procedures.
• Implement compliance programs to mitigate legal and financial risks.

Board Relations:

• Act as a key advisor to the Board and management on legal, compliance, and governance matters.
• Ensure the Board is well-informed on corporate governance developments and regulatory requirements.
• Assist in maintaining a positive relationship between the Board and key stakeholders.

Qualifications and experience

• Grade 12 Certificate
• Bachelor of Laws (LLB) from a recognized university
• Master’s degree in law or business-related field
• Must be an Advocate of the High Court and Supreme Court of Zambia.
• Minimum of 7 years of work experience in a similar position (legal advisory or company secretarial role).High level experience in stakeholder management.
• In-depth knowledge of Zambian corporate and mining law, contract law, environmental law, and regulatory frameworks.
• ICSA (Institute of Chartered Secretaries and Administrators) qualification or equivalent is a strong advantage.
• Proven experience in corporate governance, regulatory compliance, and legal risk management.
• Strong understanding of the Zambian business environment and public sector.
• Must be a member of the Law Association of Zambia with a valid practicing certificate.

 Skill Specifications:

• Excellent knowledge of Zambian legal system and Contract law.
• Strong drafting, negotiation, and analytical skills.
• Exceptional attention to detail and ability to work with complex legal documentation.
• Ability to manage multiple tasks and work effectively under pressure.
• Strong interpersonal and communication skills, with the ability to influence at all levels.

Other Attributes (Personality Traits)
• Integrity
• Eloquent
• Persuasive