Company Secretary, 2 to 7 years in Chennai

Job Description

• Board Support: Assist the board of directors in their duties, ensuring compliance with corporate governance standards. Provide legal and procedural advice to the board and other senior management.
• Organizing Meetings: Arrange and facilitate board meetings, general meetings (AGMs, EGMs), and committee meetings. Ensure the proper conduct of meetings in accordance with the provisions of the Companies Act, 2013 and the companys articles of association.
• Minutes and Documentation: Draft, maintain, and ensure accuracy in the minutes of board and general meetings. Ensure proper documentation of company decisions and policies.
• Advisory Role: Act as a point of contact for the board, advising them on governance practices, legal compliance, and best practices for decision-making.

• Statutory Compliance: Ensure compliance with all statutory and regulatory requirements under the Companies Act, 2013, SEBI regulations (for listed companies), and other applicable laws, including environmental and labor laws.
• Regulatory Filings: Handle the timely filing of forms, returns, and other documents with regulatory authorities such as the Ministry of Corporate Affairs (MCA), Securities and Exchange Board of India (SEBI), Registrar of Companies (RoC), etc.
• Annual Compliance: Coordinate and ensure the timely filing of annual returns, balance sheet filings, and other statutory documents.
• Secretarial Audits: Facilitate and oversee the secretarial audit process to ensure compliance with corporate laws.

• Company Formation and Maintenance: Manage the incorporation of new companies, partnerships, and LLPs (Limited Liability Partnerships). Oversee the changes in shareholding, capital structure, and other necessary corporate amendments.
• Maintaining Registers: Maintain statutory registers such as the Register of Members, Register of Directors, Register of Charges, and other legal documents as required by the Companies Act, 2013.
• Shareholder Management: Oversee the management of shareholder meetings, facilitate voting (including electronic voting), and ensure transparency in shareholder communication.

• Stock Exchange Filings: Ensure timely filings of all relevant documents with stock exchanges in compliance with SEBI Listing Obligations and Disclosure Requirements (LODR) regulations.
• Insider Trading and Disclosure: Monitor and ensure compliance with insider trading laws, including the maintenance of a list of insiders and the reporting of trading activities to SEBI and the stock exchanges.

• Drafting Resolutions: Draft board resolutions, shareholders’ resolutions, and minutes of meetings. Review and verify the legality and accuracy of corporate documentation.
• Contracts and Agreements: Assist in the drafting, vetting, and execution of contracts and agreements, ensuring compliance with applicable laws.
• Annual Reports: Coordinate the preparation of the company’s annual report, ensuring all statutory disclosures are made.

• Legal Advice: Provide legal advice to the board and management on corporate matters, including compliance with statutory requirements, mergers & acquisitions, and corporate restructuring.
• Risk Management: Assist the management in identifying legal and regulatory risks. Proactively address compliance issues and support the management in minimizing legal risks.
• Corporate Restructuring: Facilitate and advise on corporate restructuring activities such as mergers, demergers, joint ventures, and other corporate reorganizations.

• Managing Shareholder Communication: Act as a liaison between the company and its shareholders, addressing shareholder queries, and managing their concerns. Ensure compliance with statutory requirements related to dividends, disclosures, and rights issues.
• Handling Share Transfers: Oversee the transfer of shares, ensuring compliance with legal procedures and company policies.
• Investor Relations: Assist in investor relations activities, including maintaining transparency in financial reporting and disclosure of important corporate events.

• Compliance Audits: Conduct internal compliance audits to ensure that the company is adhering to all legal and regulatory requirements. Work closely with internal auditors and legal teams.
• Policies and Procedures: Develop, implement, and monitor company policies related to corporate governance, ethics, and compliance.
• Ethical Practices: Promote ethical practices across the organization, ensuring compliance with company policies, corporate governance, and regulatory requirements.

• Liaison with Authorities: Liaise with regulatory bodies such as the MCA, SEBI, RBI, and other statutory authorities. Represent the company in front of such authorities for matters like audits, inspections, and queries.
• Legal Correspondence: Handle all legal correspondence on behalf of the company, including responding to notices, legal claims, and ensuring timely compliance with statutory orders or directives.

• Corporate Social Responsibility (CSR): Ensure compliance with CSR regulations, including formulating CSR policies, overseeing projects, and making necessary disclosures.
• Data Privacy and Protection: Ensure the company complies with data protection laws such as the Information Technology Act, 2000, and the Personal Data Protection Bill (when applicable).
• Continuous Learning: Keep up to date with the latest developments in corporate law, regulations, and governance practices. Attend training sessions, seminars, and conferences to remain current with evolving corporate laws and regulations.