Group Head - Company Secretary & Governance

Purpose of Role:

Act as a trusted Advisor to the business on all aspects of the Secretarial & Compliance functions; Strengthen & further develop and implement the existing systems as an integral part of a high-performance, growth fueled culture.

Key Tasks & Responsibilities:

A. Related to Shareholders:

a. Preparation for the Annual General Meetings of the organization.

b. AGM notice preparation, securing the accounts approval, preparation of the Management's Discussion and Analysis (MD&A) report.

c. Corporate governance report, subsidiaries, and associated company report

d. Managing all matters in relation to shareholders e.g. share transfers, dividend pay-out ECS and ensuring that they are addressed in a timely manner.

e. Interaction and coordination with Registrar Transfer Agent (RTA) on a regular basis in relation to shareholder issues; preparing MIS on the same and providing it to the Stakeholders Relationship Committee (SRC) for their consideration.

f. Manage shareholder grievances and provide resolutions.

g. Ensuring compliance with various provisions of Corporate Laws, Guidelines issued by Securities and Exchange Board of India and Listing Agreement executed with Stock Exchanges.

h. Continuous focus on improvement of investor services by evaluating and implementing practices at other corporates

B. Related to Board:

a) Management of various board committees - meeting notice, agenda preparation, conducting the meetings, minutes of the meetings, sign off from VCMD, updating of internal records etc.

b) Prepare Directors' Report, Corporate Governance Report, General Shareholder Information and Report on Corporate Social Responsibilities, all forming part of the Annual Report.

c) Assist Board in the conduct of the affairs of the company, ensure compliance with Corporate Governance matters, apply secretarial standards, maintain record of permissions from the board and government bodies.

d) BRSR report, Integrated reporting, ESG compliance

e) Addressing queries raised by the directors in a timely manner.

f) Take an active role and provide valuable inputs to the management and the board relating to mergers, demergers, scheme of arrangements etc.

g) Develop and oversee the systems that ensure the company complies with all applicable codes.

C. Subsidiaries and Associated Companies:

a. Manage company secretarial related matters of subsidiaries and associated companies.

D. Corporate Governance:

a. Resolve issues related to corporate governance by external auditor.

b. Identify the best practices in corporate governance and institutionalizing them.

c. Preparation of the corporate governance report of the organization and coordinating with the external auditors in relation to secure the corporate governance certification.

d. Managing secretarial matters for all the subsidiary and associated companies

e. Ensure that changes required to various policies under The Companies Act, 2013 and/or SEBI Regulations that might affect the organisation are up to date and are approved by the Board and/or its committees, as required.

f. Ensuring compliance with the requirement of maintenance of Structured Digital database

Preferred Candidate:

The ideal candidate would be someone with overall 20+ years of experience with reputed organizations in the broader industrial manufacturing sector. S/he should bring 15+ years of experience driving the Secretarial and Compliance functions in the capacity of senior leadership roles (with a consistent track record). S/he should have exposure to the workings of listed organizations and worked with the Promoter driven business are preferred.