Company Secretary

Job Purpose

The Company Secretary will be responsible for ensuring effective corporate governance, statutory and regulatory compliance, secretarial functions, and coordination with regulatory authorities, stock exchanges, depositories, RTA, investors, auditors, and other stakeholders. The role will primarily focus on ensuring timely and accurate compliance with the Companies Act, 2013, SEBI regulations, stock exchange requirements and other applicable laws.

Key Responsibilities

1. Statutory & Secretarial Compliance

• Ensure timely compliance with the Companies Act, 2013 and applicable rules and regulations.
• Prepare, maintain and file statutory returns, forms, registers and other prescribed documents.
• Monitor statutory compliance calendars and ensure timely completion of all regulatory filings.
• Maintain and update statutory registers and secretarial records.
• Ensure proper maintenance of physical and digital compliance records.

2. SEBI & Listed Entity Compliance

• Ensure compliance with SEBI LODR Regulations, SEBI Takeover Regulations, Insider Trading Regulations and other applicable SEBI regulations.
• Prepare and submit periodic and event-based disclosures to NSE, BSE and SEBI within prescribed timelines.
• Monitor compliance requirements applicable to listed entities.
• Ensure timely disclosures relating to corporate events, shareholding, governance and other regulatory matters.

3. Insider Trading & UPSI Compliance

• Manage the Insider Trading Compliance process and maintain relevant records.
• Add/delete Designated Persons in the applicable insider trading compliance system and with NSDL, as required.
• Coordinate CTW intimations from the compliance system to the Depository Participant.
• Create and maintain UPSI events, monitor their status and ensure timely closure and publication of applicable disclosures.
• Ensure compliance with the Company's Code of Conduct and Insider Trading Policy.

4. Board & General Meetings

• Coordinate Board Meetings, Committee Meetings and General Meetings.
• Prepare and coordinate notices, agendas, notes, resolutions and minutes of meetings.
• Ensure compliance with statutory timelines and procedural requirements for meetings.
• Coordinate with Directors, KMPs and other stakeholders for smooth conduct of meetings.
• Ensure timely circulation of meeting-related documents and statutory communications to members.

5. Stock Exchange, Depository & RTA Coordination

• Coordinate with NSE, BSE, NSDL, CDSL and Registrar & Transfer Agent (RTA) on regulatory and shareholder-related matters.
• Share and reconcile weekly Benpos data with the RTA.
• Coordinate with the RTA for shareholder records, dividend matters, corporate actions and other investor-related activities.
• Ensure timely resolution of discrepancies and regulatory requirements.

6. Corporate Actions & Shareholder Matters

• Coordinate corporate actions including Buy-back, IEPF transfer, dividend-related matters and other share-related activities.
• Coordinate with the RTA, Depositories and other stakeholders for successful execution of corporate actions.
• Handle investor/shareholder queries relating to dividend revalidation, annual report dispatch, Buy-back and other shareholder matters.
• Ensure timely delivery/distribution of statutory and corporate communications to members.

7. Regulatory & Government Liaisoning

• Liaise with ROC, MCA, NSE, BSE, SEBI, RBI and other regulatory/government authorities.
• Prepare replies and submit information/documents in response to regulatory and government queries.
• Coordinate with various government departments and authorities for statutory and corporate matters.
• Handle applicable RBI filings and other regulatory submissions.

8. Secretarial Audit & Compliance Review

• Coordinate with the Secretarial Auditor and provide required information and documents.
• Prepare quarterly compliance plans and schedules.
• Track quarterly audit observations/findings and ensure timely resolution and closure.
• Maintain records of audit findings, corrective actions and compliance status.

9. Investor Relations

• Coordinate with investors and shareholders for queries and requests.
• Handle matters relating to dividend revalidation, annual report dispatch, Buy-back, shareholder communications and other investor-related issues.
• Coordinate with the RTA and internal departments for timely resolution of investor grievances.

10. Website & Disclosure Management

• Ensure timely updation of the Company's website with statutory and regulatory disclosures.
• Ensure accuracy and completeness of information published on the website.
• Maintain records of disclosures and supporting documents as required.

11. Compliance Training & Awareness

• Organize compliance awareness and training programmes for:

• Board of Directors

• KMPs

• Employees

• Designated Persons

• Promote awareness of applicable statutory, regulatory and internal compliance requirements.

12. Documentation & Record Management

• Maintain proper physical and electronic records of statutory filings, registers, minutes, notices, disclosures, approvals and other secretarial documents.
• Ensure systematic documentation and easy retrieval of records.
• Maintain appropriate records of regulatory correspondence and submissions.

13. DSC & Corporate Administration

• Coordinate renewal and maintenance of Digital Signature Certificates (DSCs) for Directors, KMPs and other authorized persons.
• Support corporate requirements such as bank account opening and related documentation.
• Ensure timely completion of assigned corporate and secretarial administrative activities.

14. Process Excellence & Improvement

• Identify opportunities for improvement in secretarial processes and compliance systems.
• Introduce initiatives to improve efficiency, accuracy and timeliness of compliance activities.
• Standardize formats, documentation and compliance processes.
• Maintain and continuously improve compliance trackers, calendars and reporting systems.

Key Competencies

• Strong knowledge of the Companies Act, 2013 and applicable SEBI regulations.
• Good understanding of SEBI LODR, Insider Trading and Takeover Regulations.
• Knowledge of stock exchange, depository and RTA processes.
• Strong drafting and documentation skills.
• Excellent communication and stakeholder management skills.
• Strong attention to detail and ability to manage statutory deadlines.
• Good analytical, organizational and problem-solving skills.
• Ability to handle confidential information with discretion.
• Proficiency in MS Office and compliance/secretarial software.

Educational Qualification

• Company Secretary (CS) qualified from the Institute of Company Secretaries of India (ICSI).
• Graduate degree in any relevant discipline.
• Additional qualification in Law/LLB or relevant professional certification will be an advantage.

Experience

• 35 years of relevant experience in Secretarial, Corporate Compliance and Listed Company matters.
• Experience in handling listed entity compliances, SEBI regulations, stock exchanges, depositories and RTA will be preferred.
• Candidates with experience in a listed company/corporate environment will be preferred.

Drop your CV@ [email protected]