The role of Temporary Governance Officer- Subsidiary Oversight is responsible for monitoring compliance with statutory and regulatory requirements, implementing governance frameworks, and strengthening reporting and accountability structures within the ZCCM-IH Group. Based in Lusaka, with periodic travels across subsidiaries, the role is for a fixed Term Contract of twelve (12) months.

DIRECTORATE/DEPARTMENT PURPOSE:

The Directorate is responsible for providing sound, robust secretarial services to the Board and upholding good corporate governance practices, maintaining transparency, and facilitating effective communication among ZCCM-IH’s stakeholders. The directorate interfaces with Stock Exchanges and Regulators. It further helps ZCCM-IH operate responsibly and in accordance with established regulations and standards. It also provides oversight of the ZCCM-IH subsidiaries’ Board’s services and corporate governance.

JOB PURPOSE

To provide support to the Company Secretariat directorate in ensuring effective governance oversight across all subsidiaries. The role is responsible for monitoring compliance with statutory and regulatory requirements, implementing governance frameworks, and strengthening reporting and accountability structures within the Group. The role will also ensure that the subsidiary governance practices are aligned with the Group governance practices where applicable.

Responsibilities or duties

1.1 Governance Process Framework and Oversight:

• Develop and maintain a Group-wide governance framework outlining the process flow, i.e., Management → Board Committees → Main Board
• Ensure each subsidiary has a documented paper escalation protocol and defined approval thresholds and routing procedures
• Review and assess the effectiveness and robustness of the governance frameworks across subsidiaries
• Recommend improvements to strengthen governance efficiency and compliance

1.2 Board & Committee Support:

• Ensure that scheduled Management, Committee and Board meetings are held in line with approved calendars
• Coordinate subsidiary board and committee meetings, including preparation and review of board packs, in liaison with the Investor Relations Officer.
• Ensure timely circulation of meeting materials and accurate recording of minutes and resolutions are done by the various company secretaries
• Ensure action items arising from board and committee meetings are discussed at Management meetings, and circulated in time.
• Review submissions for quality, completeness and consistency prior to escalation
• Ensure there is a uniform reporting structure across subsidiaries

1.3 Compliance & Statutory Requirements:

• Ensure subsidiaries comply with all statutory obligations, including filings, returns, and disclosures through the various Company Secretaries.
• Maintain statutory registers and corporate records for all subsidiaries.
• Liaise with internal stakeholders on governance-related matters.

1.4 Reporting & Governance Assurance:

• Prepare periodic(quarterly) governance reports for the Group Executive Management.
• Maintain a centralised repository of governance documentation for all subsidiaries.
• Monitor compliance with internal governance policies and escalate issues where necessary.
• Develop governance dashboards and metrics to support Board and Management oversight

1.5 Risk & Internal Controls:

• Support the management of governance-related risks within subsidiaries.
• Assist in strengthening internal control systems and governance processes.
• Work closely with Internal Audit and Risk functions to address governance gaps in the subsidiaries.

1.6 Stakeholder Coordination:

• Act as a liaison between the parent company and subsidiary management teams on governance matters.
• Provide advisory support to subsidiary Company Secretaries and Boards on governance expectations and best practices.
• Prepare a Monthly Governance Dashboard/Report covering – Status of Board and Committee meetings across subsidiaries, Key decisions taken and escalated, Outstanding matters and action items and Policy compliance status (approved, pending, outdated)

1.7 Any other duty assigned by the Board Affairs Manager.

Qualifications or requirements (e.g., education, skills)

Job Requirements

• GCE or Equivalent with Credits or Better in Five Subjects, Mathematics and English Included.
• Bachelor of Laws (LLB), Bachelor of Business Administration, Corporate Governance or Chartered Governance Institute (formerly ICSA) or equivalent.
• Minimum level of professional qualification required to perform effectively in the role
• Relevant Professional Certification
• Membership of relevant Professional Body
• Experience working with group structures or multiple subsidiaries is highly desirable.

Skills and competencies

Technical

• Strong knowledge of corporate governance principles and statutory requirements.
• Excellent organisational and document management skills.
• Strong attention to detail and ability to manage multiple entities simultaneously.
• Effective communication and stakeholder management skills.
• High level of integrity and professionalism.
• Ability to work independently and meet tight deadlines.
• Report and Minute writing

Behavioural

• Stakeholder management
• Communication Skills
• Problem Solving
• Analytical skills
• Interpersonal Skills

Experience needed

1. RELEVANT EXPERIENCE REQUIRED:

Minimum number of months or years of experience the jobholder is required to have to be appointed to the position Not less than 5 Years Work experience in a busy and complex work environment, in a similar Position

Any other provided details (e.g., benefits, work environment, team info, or additional notes)

2. WORKING CONDITIONS:

Working Environment Job holder exposed to normal office working environment.

• Develop and maintain a Group-wide governance framework outlining the process flow, i.e., Management → Board Committees → Main Board
• Ensure each subsidiary has a documented paper escalation protocol and defined approval thresholds and routing procedures
• Review and assess the effectiveness and robustness of the governance frameworks across subsidiaries
• Recommend improvements to strengthen governance efficiency and compliance
• Ensure that scheduled Management, Committee and Board meetings are held in line with approved calendars
• Coordinate subsidiary board and committee meetings, including preparation and review of board packs, in liaison with the Investor Relations Officer.
• Ensure timely circulation of meeting materials and accurate recording of minutes and resolutions are done by the various company secretaries
• Ensure action items arising from board and committee meetings are discussed at Management meetings, and circulated in time.
• Review submissions for quality, completeness and consistency prior to escalation
• Ensure there is a uniform reporting structure across subsidiaries
• Ensure subsidiaries comply with all statutory obligations, including filings, returns, and disclosures through the various Company Secretaries.
• Maintain statutory registers and corporate records for all subsidiaries.
• Liaise with internal stakeholders on governance-related matters.
• Prepare periodic(quarterly) governance reports for the Group Executive Management.
• Maintain a centralised repository of governance documentation for all subsidiaries.
• Monitor compliance with internal governance policies and escalate issues where necessary.
• Develop governance dashboards and metrics to support Board and Management oversight
• Support the management of governance-related risks within subsidiaries.
• Assist in strengthening internal control systems and governance processes.
• Work closely with Internal Audit and Risk functions to address governance gaps in the subsidiaries.
• Act as a liaison between the parent company and subsidiary management teams on governance matters.
• Provide advisory support to subsidiary Company Secretaries and Boards on governance expectations and best practices.
• Prepare a Monthly Governance Dashboard/Report covering – Status of Board and Committee meetings across subsidiaries, Key decisions taken and escalated, Outstanding matters and action items and Policy compliance status (approved, pending, outdated)
• Any other duty assigned by the Board Affairs Manager.

• Strong knowledge of corporate governance principles and statutory requirements.
• Excellent organisational and document management skills.
• Strong attention to detail and ability to manage multiple entities simultaneously.
• Effective communication and stakeholder management skills.
• High level of integrity and professionalism.
• Ability to work independently and meet tight deadlines.
• Report and Minute writing
• Stakeholder management
• Communication Skills
• Problem Solving
• Analytical skills
• Interpersonal Skills

• GCE or Equivalent with Credits or Better in Five Subjects, Mathematics and English Included.
• Bachelor of Laws (LLB), Bachelor of Business Administration, Corporate Governance or Chartered Governance Institute (formerly ICSA) or equivalent.
• Minimum level of professional qualification required to perform effectively in the role
• Relevant Professional Certification
• Membership of relevant Professional Body
• Experience working with group structures or multiple subsidiaries is highly desirable.