Company Secretary

About the Job:

This is a critical leadership role within the organization, responsible for leading the Secretarial & Corporate Governance function and ensuring the highest standards of compliance and ethical conduct.

The incumbent will act as the Company Secretary, a designated Key Managerial Personnel (KMP) as per the Companies Act, 2013, and serve as the Compliance Officer for SEBI regulations.

This role will be the anchor for Corporate Governance within the organization, establishing and maintaining a robust framework.

A key aspect of this role will be to spearhead the organization's efforts to become IPO-ready and subsequently manage post-IPO secretarial functions.

The ideal candidate will possess a strong understanding of relevant regulations, excellent communication and interpersonal skills, and a proactive approach to ensuring compliance and fostering good governance practices.

Key Responsibilities:

Leading the Secretarial & Corporate Governance Team:

- Provide strategic direction and leadership to the Secretarial & Corporate Governance team.

- Mentor and develop team members, fostering a collaborative and high-performing environment.

- Manage the workload and ensure efficient allocation of responsibilities within the team.

Company Secretary & KMP:

- Act as the Company Secretary of the organization, fulfilling all statutory duties and responsibilities as per the Companies Act, 2013.

- Serve as a designated Key Managerial Personnel (KMP) and understand the associated liabilities and responsibilities.

Compliance Officer (SEBI):

- Act as the Compliance Officer for all applicable SEBI regulations, ensuring adherence to listing agreements, insider trading regulations, and other relevant guidelines.

- Maintain effective communication and liaison with SEBI and other relevant stock exchange authorities.

Anchor of Corporate Governance:

- Develop, implement, and maintain a strong Corporate Governance framework aligned with best practices and regulatory requirements.

- Advise the Board of Directors and senior management on matters related to Corporate Governance.

- Promote a culture of ethical conduct and transparency throughout the organization.

- Ensure compliance with Corporate Governance guidelines and reporting requirements.

IPO Readiness & Management:

- Lead the organization's efforts to become IPO-ready from a Secretarial function perspective, including due diligence, documentation, and regulatory filings.

- Manage all post-IPO secretarial functions and compliance requirements as per applicable regulations.

Ensuring Secretarial Compliance:

- Ensure meticulous compliance with all applicable laws, rules, and regulations, including the Companies Act, 2013, RBI Regulations, SEBI guidelines, MCA regulations, and other relevant statutes.

- Stay abreast of changes in legislation and proactively implement necessary updates to policies and procedures.

Handling Secretarial & Other Audits:

- Independently manage and oversee Secretarial audits and other relevant audits related to Secretarial matters.

- Coordinate with internal and external auditors to ensure smooth and efficient audit processes.

- Implement corrective actions based on audit findings.

Documentation & Meetings Management:

- Prepare and circulate notices, agenda papers, resolutions, and Minutes of Meetings (MOMs) for Board meetings, General Meetings, and other committee meetings.

- Ensure timely and accurate filing of ROC forms and other statutory filings.

- Prepare Offer Letters and other relevant documents.

- Effectively schedule and represent the Secretarial function in various Board forums as required.

Debt & Equity Listing:

- Manage the listing process for Non-convertible Debentures (NCDs), Commercial Papers (CPs), Foreign Currency Bonds, etc., on the stock exchange.

- Prepare/Review the General Information Document (GID), Key Information Document (KID), Information Memorandum (IM), and other transaction documents for the issuance of NCDs and other borrowings.

Annual Report Preparation:

- Oversee the preparation of the Annual Report of the Company in compliance with the Companies Act, 2013, and relevant regulations.

- Coordinate with various stakeholders for the compilation and finalization of the Annual Report.

Records Management:

- Maintain statutory registers, records, minutes of meetings, and other important documents of the Company in an organized and secure manner.

- Ensure compliance with record retention policies.

Liaisoning & Correspondence:

- Act as the primary point of contact for liaisoning and correspondence with various regulatory authorities, including the Registrar of Companies (ROC), SEBI, RBI, Stock Exchanges, and other government bodies.

Regulatory Expertise:

- Maintain a thorough and up-to-date understanding of the provisions of the Companies Act, 2013, relevant Rules, Exchange Compliances, and SEBI Guidelines for Listing of Debt & Equity.

Stakeholder Coordination:

- Coordinate effectively with Auditors (internal and external), Practicing Company Secretaries, ROC officials, Printers, Mailers, Bankers, Customers, Consultants, and other stakeholders.

Regulatory Updates:

- Proactively monitor and update key regulatory developments and changes applicable to the Company, ensuring timely dissemination and implementation.

Overseeing Legal Department:

- Oversee the functioning of the legal department, providing guidance and support on legal matters.

- Ensure alignment between the legal and secretarial functions.

Qualifications & Experience:

- Qualified Company Secretary (ACS/FCS) is mandatory.

- Bachelor's degree in Law, Commerce, or a related field is preferred.

- Minimum of 3-5 years of post-qualification experience in a similar role, preferably with exposure to IPO processes and listed companies.

- Proven experience in handling a wide range of secretarial and compliance matters.

- Strong understanding of Corporate Governance principles and best practices.

- Experience in leading and managing a team is desirable.

Skills & Competencies:

- Excellent knowledge of the Companies Act, 2013, SEBI regulations, RBI guidelines, and other relevant laws.

- Strong analytical and problem-solving skills.

- Excellent communication (both written and verbal) and interpersonal skills.

- High level of integrity and ethical conduct.

- Meticulous attention to detail and strong organizational skills.

- Ability to work independently and manage multiple priorities effectively.

- Proficiency in MS Office Suite and other relevant software.

- Strong negotiation and influencing skills