Company Secretary

Job Description

Title: Company Secretary

Company Name: Dhaka Stock Exchange PLC.

Vacancy: --

Age: Na

Job Location: Dhaka

Salary: --

Experience:

• At least 10 years
• The applicants should have experience in the following business area(s): Govt./ Semi Govt./ Autonomous body, Share Brokerage/ Securities House

• Masters

• Master's degree in Business, Law, or a related field.

• Fellow Member of the Institute of Chartered Secretaries of Bangladesh (ICSB) will be an added advantage.

• At least 10 years
• The applicants should have experience in the following business area(s): Govt./ Semi Govt./ Autonomous body, Share Brokerage/ Securities House

• A minimum of 10 years of post-qualification experience, with significant exposure in a large corporation, financial institution, or a regulatory environment. Experience in a listed company will be a distinct advantage.

Essential Knowledge & Competencies:

• In-depth knowledge of:

• Companies Act, 1994

• BSEC Act, Rules, Regulations & Directives

• DSE Demutualization Act & Scheme, 2013

• DSE Board & Administration Regulations, 2013

• DSE's Regulations and corporate governance codes.

Exceptional Communication Skills:

• Written : Ability to draft complex board resolutions, minutes, and reports with absolute clarity and precision in English.

• Verbal: spoken English with the confidence and poise to interact effectively with the Board, senior management, and regulators.

• Dynamic Presentation Skills: Superior ability to create compelling PowerPoint (PPT) presentations and deliver them with impact and authority to Board, Board Committee and senior-level audiences.

• Technological Agility: High proficiency in digital collaboration tools (e.g., Zoom, MS Teams), board portal software, and the MS Office suite.

• Leadership & Influence: Proven leadership qualities with the ability to provide credible challenge, influence decision-making, and manage sensitive situations with discretion and diplomacy.

Dhaka Stock Exchange PLC (DSE), the premier stock exchange of Bangladesh, invites applications from qualified, experienced, and high-integrity professionals for the position of Company Secretary, a key statutory and governance role of the Exchange.

The Role: A Strategic Partner to the Board:

The Company Secretary is a statutory officer of the Company and a principal governance professional, responsible for ensuring full compliance with applicable laws, regulations, and governance standards. The position serves as the critical interface between the Board of Directors, Management, and Regulators, and acts as the custodian of corporate governance, integrity, and regulatory discipline of DSE.

Key Responsibilities:

Governance & Statutory Compliance

• Advise the Board and Board Committees on compliance with the Companies Act, 1994, BSEC laws and directives, DSE (Board & Administration) Regulations, 2013, DSE Demutualization Act & Scheme, 2013, and other applicable laws.

• Ensure adherence to BSEC Corporate Governance Code and Exchange-specific regulatory obligations.

Board & Committee Secretariat

• Organize, coordinate, and manage Board and Committee meetings, including agenda preparation, accurate minute-taking, resolution drafting, and tracking of decisions.

• Ensure timely submission of statutory returns, disclosures, minutes, and reports to BSEC and other regulators, as applicable.

Regulatory & Stakeholder Interface

• Act as the primary liaison with Bangladesh Securities and Exchange Commission (BSEC) and other regulatory or statutory bodies on governance and compliance matters.

• Support shareholder communications and statutory disclosures.

Corporate Records & Filings

• Maintain statutory registers, records, filings, and corporate documents in compliance with law and regulatory timelines.

Digital Governance

• Facilitate secure and professional physical and virtual Board/Committee meetings, including use of digital platforms and board portals like Zoom, Microsoft Teams and other digital modes ensuring a professional and secure experience.

Leadership & Ethics

• Lead and mentor the Corporate Affairs / Board Secretariat function.

• Uphold the highest standards of confidentiality, fiduciary responsibility, and ethical conduct.

Compliance Oversight

• Maintain the company's statutory registers and ensure all filings are accurate and submitted within deadlines.

Leadership & Development:

• Lead and mentor the Board and Corporate Affairs team, fostering a culture of excellence, precision, and continuous improvement.

Shareholder & Stakeholder Interface

• Facilitate AGMs and EGMs in compliance with legal and governance requirements

• Address shareholder queries and ensure protection of shareholder rights

• Support transparent communication between the company and its stakeholders

Governance Framework & Controls

Support development and periodic review of:

• Board Charters

• Committee TORS

• Codes of Conduct & Ethics

• Governance policies and procedure

• Assist in governance risk identification and mitigation

Independence & Positioning

• Function independently of executive influence in governance matters

• Report directly to the Board / Board Chair on governance and compliance issues

• Maintain neutrality between Board and Management

Important Information:

• Nature of job: The position will be permanent nature.

• Reporting : Managing Director (administrative), with functional accountability to the Board

• Restrictions : The Company Secretary and dependents of his/her shall not engage themselves in investment or trading of listed securities or securities to be listed with DSE directly or indirectly.

Attractive salary and comprehensive benefits package commensurate with experience and qualifications.