FLUIDROCK SOLUTIONS






The FluidRock Governance Academy provides governance training and coaching to persons of all levels in any type of organisation. From boards to board members, executives and senior management to the company secretary and support staff.




BOARD LEVEL

  • Board effectiveness and King IV ™ sessions
  • One-on-one director mentoring and board meeting preparation
  • Chair coaching and mentoring
  • King IV ™ - Copyright and trade marks are owned by the Institute of Directors in Southern Africa NPC and all of its rights are reserved. http://www.iodsa.co.za/?page=AboutKingIV

EXECUTIVE LEVEL

  • Preparing executives and senior management for board positions
  • Coaching executives in drafting and tabling reports to the board

MANAGERIAL AND
SUPPORT STAFF
LEVEL

  • Level 1 Company secretarial
  • Level 2 Company secretarial
  • Level 1 The governance of meetings and minute-taking
  • Level 2 The governance of meetings and minute-taking
  • Level 1 CIPC practical course
  • Level 1 The drafting of resolutions
  • Level 1 King IV ™ practical application and status analysis
  • Level 1 The Governance of IT
  • King IV ™ - Copyright and trade marks are owned by the Institute of Directors in Southern Africa NPC and all of its rights are reserved. http://www.iodsa.co.za/?page=AboutKingIV

SHAREHOLDER
TRAINING

  • Understanding governance of entities and shareholder rights

ADDITIONAL
SERVICES

  • Mentoring your team - we mentor your team and review their minutes. Constructive criticism and pointers are provided to ensure improvement in the drafting of minutes.
  • Relief staff members for when in-house employees are on leave or not able to attend and/or transcribe minutes for a meeting.


FluidRock Statutory is the service provider of choice for your organisation providing support and guidance services throughout the lifecycle of
the organisation or company. Our team includes governance and company secretarial professionals who are able to deliver at high service
levels. FluidRock will guide you and your business on its journey from infancy to transition while remaining compliant

There are several immediate and ongoing compliance requirements for new companies. It is the duty of the directors of a business to ensure
that their company complies with relevant legislation.

Our statutory compliance services provided include:

CIPC compliance
services

  • Independent statutory audits of existing companies
  • Purchase of shelf companies
  • Formation of new companies
  • Reinstatement of companies
  • Conversion of entities
  • Submission of annual returns and lodgement of financial statements via iXBRL
  • Drafting, adoption of and amendments to the Memorandum of Incorporation
  • Changes to a company
  • Share capital changes
  • Custodian of statutory records, minute books and related documents
  • Maintenance of statutory records on electronic cloud-based system
  • Maintenance of register of directors’ declarations
  • Deregistration and voluntary / involuntary liquidations of companies
  • Liaising directly with company auditors, bankers and other advisors

SARS services

  • Appointment of a Public Officer
  • Registration as a taxpayer
  • Registration for VAT, PAYE and SDL
  • Application for Tax Clearance Certificates
  • Application for duplicate VAT / PAYE / Tax Certificates
  • Registration with Customs (Import and Export)
  • Registration with SARS as a Public Benefit Organisation for tax exemption
  • Registration with the Department of Social Development as an NPO
  • Registration of non-governmental organisations

Labour department
services

  • Registration or deregistration in terms of the:
  • Workmen’s Compensation Act
  • Compensation for Occupational Diseases Act
  • Unemployment Insurance Fund

Trust services

  • Formation / registration of trusts with the Master of the High Court
  • Preparation of trust deeds
  • Maintenance and amendments to trust deed and trustees
  • Trustee resolutions
  • Appointment as independent trustee
  • Trust meeting management

PAIA manuals

  • Drafting of manuals in terms of the Promotion of Access to Information Act




Considering the complex regulatory environment within which all organisations in public and private sector operate whilst simultaneously being
required to apply sound governance practices and King IV ™ recommendations, it goes without saying that the board, its individual members
and all those tasked with managing the affairs of the organisation, including prescribed officers, are in need of experienced, professional and
practical support, guidance and unique workable solutions. We provide such advisory services to aid those in organisational leadership in
achieving this objective.

King IV ™ - Copyright and trade marks are owned by the Institute of Directors in Southern Africa NPC and all of its rights are reserved. http://www.iodsa.co.za/?page=AboutKingIV

Corporate governance
consulting:

Assessments /
Evaluations

  • FluidRock Advisory assists in the assessment of the effectiveness of the governing body, its committees and individual members and company secretaries by applying the best-suited methodology, whether it is by way of an online questionnaire, personal in-depth interviews or group facilitation or a combination of several of these methodologies dependent on the needs of the organisation.

Due diligence

  • We assess and report on the prevailing level of corporate governance in a target organisation. Our report includes findings and recommendations for implementation and reassessment after initial implementation.

Governance audits

  • We conduct a gap analysis to establish the governance structures, charters, terms of reference, delegations of authority, declarations of interests and policies and procedures in place. The result is a findings report with fit-for-purpose recommendations and, once implemented, a second audit to ensure correct application.

Governance opinions

  • As each scenario is different we investigate the status and provide the organisation with a legally sound governance opinion. As far as possible it is our methodology to report on findings accompanied by recommendations which can easily be practically implemented.

Governance structures
and frameworks

  • The FluidRock Advisory team provides expert guidance and advice on corporate governance principles for all organisations, governing bodies, board members and executives and company secretaries. Our team provides guidance on the construction of an overall framework to achieve sound governance practices.

Independence checks

  • Conducting an analysis of the levels of independence of board members serving on a board on a regular basis.

Listed entities exchanges
support and advice

  • FluidRock Advisory assists in the assessment of the effectiveness of the governing body, its committees and individual members and company secretaries by applying the best-suited methodology, whether it is by way of an online questionnaire, personal in-depth interviews or group facilitation or a combination of several of these methodologies dependent on the needs of the organisation.

Governance call centre

  • We offer board members, company secretaries, executives and other relevant stakeholders access to governance advice via our governance call centre.

King IV ™ suite of
services

King IV Code ™
Assesment Status and
Application Register

King IV Code ™ Board
evaluation

King IV Code ™ Board
Development and training

Holistic overview of
governance

King IV ™ - Copyright and trade marks are owned by the Institute of Directors in Southern Africa NPC and all of its rights are reserved. http://www.iodsa.co.za/?page=AboutKingIV


Governance research
and intelligence

  • FluidRock conducts research and provides reports on the status of
    governance in organisations.

Non-executive director and
company secretary placements

  • We advise and assist entities with the placement of non-executive directors and company secretaries with the required skills and experience.

Integrated board
leadership programme

A holistic solution that creates effective and efficient boards within organisations that reaches set outcomes.

In partnership with several of the best service providers of their industries,
FluidRock Advisory offers an integrated board leadership programme. This
unique holistic offering assists boards with a programme by way of:
The placement of appropriate board members with the necessary skills
including:
Business / technical acumen
Leadership / management competence
Personal mastery
Inter-personal mastery
Inducting and developing directors and executives
Setting, implementing, delegating and monitoring a competitive strategy
Establishing the correct governance framework, structure and procedures
Ensuring proper qualitative and quantitative reporting to the board
Embarking on a change management and a behavioural corrective
programme with executives and managers in the organisation.





The Companies Act 71 of 2008 requires of a public company and a state-owned company to appoint a company secretary with statutory duties as set out in section 88 of the said Act. Although not a statutory requirement for other organisations, any effective and efficient board requires the services of an experienced service provider to facilitate the functioning of the board by managing all aspects of meetings of the board and its committees. FluidRock has the necessary skilled resources to provide this service.


MINUTES OF MEETINGS


FluidRock is the preferred company for transcription of minutes via either attending meetings or working from digital recordings. Minutes are discoverable in court, hence it is critical that discussions are accurately recorded. In line with international best practice our specialist transcribers deliver concise sets of minutes that record disclosures, discussions, decisions, resolutions and actions.

Our professional minute-takers transcribe minutes for any type of meeting including:


Business minutes


Governing body

  • Audit and risk
  • Remuneration
  • Nomination
  • Social and ethics
  • Investment
  • Procurement
  • Transformation
  • Litigation
  • IT steering

Operational committees including:

  • Executive management
  • Marketing
  • Human resources
  • Disciplinary hearings

Shareholders, member and stakeholder meetings

  • Annual general meetings
  • Special and extraordinary general meetings
  • Remuneration policy discussion meetings

Business rescue meetings:

  • Affected persons
  • Employee representatives, trade unions and employee committees
  • Creditors and creditor committees


Body corporate trustees and members meetings


Verbatim transcriptions of any nature


Conference reports - rapporteuring




MEETING MANAGEMENT


The FluidRock Co Sec team is well-versed in the management of board and committee meeting cycles including the following:

  • Compiling the board and board committee work plans.
  • Manage relevant meeting calendars.
  • Draft agendas for board, board committees and annual general meetings.
  • Preparation of meeting packs.
  • Delivery of meeting packs to attendees.
  • Meeting attendance.
  • Drafting minutes of board, board comitttees and annual general meetings.
  • Assistance and guidance to the board to ensure compliance with relevant statutory and governance requirements.
  • An informal monthly consultation between the CEO of the company and the appointed.

APPOINTED COMPANY SECRETARY I.T.O. THE COMPANIES ACT


FluidRock is available to accept appointment as Company Secretary in terms of Section 86 of the Companies Act 71 of 2008.

Contact us on hello@fluidrockgovernance.com for more information.