First: Head of Legal Affairs Division

• Review all contracts or any other documentation where the Bank has committed itself and assess legal implications that need to be brought to the executive management’s attention, as well as to ensure such contracts, other documentation and internal policies are in compliance with all statutory or legal requirements.
• Prepare, review and modify contractual instruments to assist and support various business activities.
• Review progress of outstanding litigation and liaise with and manage external lawyers.
• Review and provide legal advice on tender documents.
• Liaise with relevant departments to ensure that where legal risks have been identified, appropriate courses of action have been taken.
• Provide legal support and risk management advice to management especially on contract management.
• Provide and interpret legal information, conduct training and disseminate appropriate legal requirements to staff.
• Provide leadership and ensure efficient and effective management of staff and resources in the Legal department
• Review and advise management on legal implications of internal policies and procedures.
• Continuously monitor compliance with statutory obligations and advise management accordingly.

Second: Company Secretary

Corporate Governance

• Advice the Board on issues related to the corporate governance (CMA and CBO rules and instructions).
• Implementation of the corporate governance code and disclosure procedures.
• Ensure renewal of the bank’s registration documents (commercial register, OCCI membership and any other documents).

Ordinary and Extraordinary General Meetings of the Shareholders

• Prepare the full set of documents required by regulators for holding AGMs and EGMs including the agenda, supporting documents, nomination forms for election of directors, legal documents, and election tickets.
• Preparation of the Bank’s annual report, which includes the chairman’s report, corporate governance report, management analysis report and financial statements in coordination with relevant management departments.
• Advising the Board on various issues related to convening AGM/EGM.
• Liaise with CMA/MD&SRC for management of the AGM/EGM.

Board of Directors – responsibilities:

• Ensure that the Board of director convenes at least four meetings each year in compliance with the commercial companies’ law, the Code and the Articles of Association.
• Draft the Board meetings agenda in coordination with the CEO and the Chairman, in addition to collection of reports/ updates from the concerned management departments.
• Delivery of the files to the members seven days ahead of meetings.
• Preparing draft minutes and circulation of the same to the members for comments, approval and ratification.
• Follow up with management execution of the Board resolutions.
• Drafting of responses for regulators’ correspondences.
• Safe keeping of the Board documents which include the Board agenda files, approved minutes and other documents in a fireproof cabinet.
• As joint Stock Company listed for trading in MSM, implement the Disclosure procedures on material information to ensure transparency and that all investors are aware of price sensitive information.
• Acts as a link mechanism between the Board and the executive management.
• Drafting Board, GM and EGM resolutions.
• Setting up policies and procedures as required by regulators, inter alia, corporate governance policy, related party transactions policy, insider’s policy and alike.
• Proposing the Directors sitting fees and remuneration and obtain the shareholders' approval on the same.
• Update the company’s Articles of Association and other documents.

Board Sub-committees - responsibilities:

Secretary of the committee.

• Drafting the Terms of References (TOR) of the above committee, and obtain the Board approval.
• Preparation of the meeting’s agenda and minutes.
• Implementation of the resolutions passed during the meetings.
• Ensure ratification of the committees’ resolutions by the Board in the first forthcoming Board meeting. 

Soft skills needed for this job role are as follows:

• Excellent attention to detail
• Good interpersonal skills
• Ability to multitask
• Strategic thinking
• Professionals in a head of legal role should also have expert knowledge of the KSA legal system and will ideally be fluent in Arabic and English

To know more over the role and apply kindly send us your updated resume to [email protected]