MESPT-GEAP-02-2023 - Provision of Company Secretarial Services to the MESPT Board of Trustees

PROVISION OF COMPANY SECRETARIAL SERVICES TO THE MESPT BOARD OF TRUSTEES

ABOUT MESPT

The Micro-Enterprises Support Programme Trust (MESPT) is a development organization that has since its establishment in 2002 developed a niche in supporting the growth of micro, small and medium enterprises by providing integrated business solutions for sustainable development.

The Trust is jointly founded by the Government of Kenya and the Royal Danish Embassy in Kenya, Ministry of Foreign Affairs of Denmark (DANIDA). It operates in the context of the financials services and the agricultural sectors to promote economic growth, employment creation and poverty alleviation. Currently, MESPT is working in 25 counties of Kenya.

MESPT achieves its objectives by predominantly developing agricultural value chains whilst embracing the green growth philosophy which entails sustainable management of natural resources. The focus on the agricultural sector is informed by its critical contribution to Kenya’s economic development notably through informal employment creation especially for the marginalized. The Trust has implemented its mandate through two key segments namely, Value Chain & Enterprise Development (VC&ED) and Financial Services (FS). VC&ED have largely focused on value chain and market systems development while FS has been geared towards wholesale lending and capacity building of financial intermediaries with a focus on creating financial inclusion in targeted excluded enterprises.

In its Strategic Plan (2021-2025) MESPT has a clear growth path and development orientation that will shape its profile and ensure that it remains relevant to the spirit and expectations of its founders, customers, and key stakeholders. By the end of the strategic plan period (2025) therefore, the Trust is expected to have achieved the following strategic objectives.

1. Facilitate the establishment and growth of 100 sustainable agri-business MSMEs and integrated at least 75,000 smallholder farmers in targeted Value Chains.
2. Grow MESPT niche in financial access and inclusion from Kes 1 B to Kes. 4B.
3. Increase agricultural productivity and food safety for 75,000 smallholder farmers.
4. Facilitate the creation of at least 5000 decent jobs.
5. Strengthen governance and institution capacity.

MESPT is seeking services of Legal professionals to serve as Trust Secretary to the Board and the Board committees.

Overall Description

The Trust Secretary in liaison with the CEO will be responsible for the coordination of Board affairs including providing legal advise, taking Board Minutes, drafting and filing Board resolutions, maintaining the Statutory documents of the Trust, providing Trustees with notices of Board of Trustees meetings and providing any other relevant Secretarial Services as required by the Board of Trustees. He or she is expected to operate in line with the MESPT Trust Deed, the Board Charter, and other relevant tools of governance.

Board and Board Committees Meetings

• Liaising with the Chair of the Board or Board Committee for the preparation of the notice and agenda for meetings
• Preparation and circulation of Meeting’s packs or papers
• Meetings attendance and taking of minutes.
• Drafting and/or extracting of resolutions and action points from minutes as appropriate for execution and implementation
• Maintaining and updating records of minutes and resolutions.

Note: The board meetings are held once a month, bidders to provide a daily rate for sitting in the meetings.

Custody of Company Seal and Secretarial Documents

• Keeping the Trust Seal in safe custody (on request) and ensure use as specified in the Trust Deed
• Ensuring that all Trust transactions that are required to be executed under seal are appropriately executed.
• Keeping the Trust’s secretarial documents in safe custody.

Compliance Matters and periodic secretarial health checks.

• Ensuring that the Trust Deed, the Board Charter, and any governance frameworks are adhered to.
• Ensuring compliance with regulatory and statutory requirements
• General compliance and legal advisory services.
• Preparation and filing of requisite documents on changes in the Trust within the stipulated timeline. These changes will include but not limited to change in Trusteeship, physical and postal addresses, secretaries, auditors etc.

Corporate Governance

• General advisory services and implementation of corporate governance best practices
• Monitoring and implementation of Board the Charter and Code of Conduct.
• Assisting in Board composition and Trustee Induction.

Execution of Documents

• Signing and stamping of documents on behalf of MESPT and the Board of Trustees as appropriate

Desired Competences

1. 1. Firm has to be in existence for over 7 years.
   2. Company secretary has to be a registered member of the ICPS.
   3. He/she has to have a Bachelor of Law degree or its equivalent.
   4. He/she has to have over 5 years working experience in a similar role

Legal services

1. 1. 1. Provide the Board and Management with legal advice on any matters asked by the board and the management.
      2. Provide basic legal advisory services on laws, regulations and policies that apply to the Trust.
      3. Review agreements/contracts, forms, letters of undertaking, memorandum of understanding, letters of guarantee, etc. upon references.

Other requirements

1. Company profile
2. Curriculum Vitae (CV) of the Focal point
3. Copies of Certificates
4. Letter of Reference from a firm/organization on similar assignment

Determination of the Winning Bid and Award of Contract

• The bidder achieving the highest combined technical and financial score will be considered to have won and will be invited for discussions towards signing a contract for undertaking the assignment.
• MESPT may at its own prerogative, decide to negotiate with the winning bidder in case the bid price is beyond the budget assigned for undertaking the assignment.
• Price of all costs must be quoted in Kenya Shillings. Bidding firms are further requested to indicate the full costs of all the elements listed on their pricing schedule.

Terms and Conditions

1. The winning firm will be contracted to offer Company Secretarial Services for a period of One year starting May 2023
2. MESPT will pay for all the costs and budget agreed upon to the selected firm. Any other costs not agreed upon will be the responsibility of the firm offering Company Secretarial Services
3. MESPT reserves the right to request new or additional information regarding each firm and on any individual or other persons associated with its proposal.
4. All proposals shall become the property of the MESPT and shall not be returned.
5. Bidders are advised that submission of a proposal gives rise to no contractual obligations on the part of the MESPT.

How to apply

Download tender document by clicking on the following link

https://mespt.org/tender-opportunities/