Company Secretary

Location: Hyderabad, HO

Employment Type: Full-time

Salary Range: 1 Lac – 1.5 Lac / month

Job Overview

The Company Secretary is responsible for ensuring the company complies with statutory and regulatory requirements under the Companies Act, 2013, FEMA, RBI, and other applicable laws. The role acts as a bridge between the board of directors and shareholders, providing governance advice, maintaining statutory records, and managing compliance-related filings. The Company Secretary plays a crucial role in corporate governance, risk management, and supporting the board in strategic decision-making

Key Responsibilities:

1. Statutory Compliance

• Ensure compliance with the Companies Act, 2013, FEMA, RBI regulations, and other applicable laws.
• Manage the timely filing of ROC documents, including annual returns, shareholding patterns, charge creation, and other statutory forms.
• Oversee e-KYC updates and manage compliance for foreign direct investments (FDI) and foreign exchange-related transactions.

2. Secretarial Records Management

• Maintain statutory registers and records as per the Companies Act, 2013, including:
• Register of Members, Debenture Holders, Directors, and Key Managerial Personnel.
• Index of Members, Debenture Holders, and Beneficial Owners.
• Registers for Charges, Employee Stock Options, Sweat Equity Shares, Deposits, Loans & Guarantees, and Shares/Other Securities Bought Back.
• Register of Investments and Contracts in which directors have an interest.
• Ensure proper documentation and retention of minutes for all meetings.

3. Meeting Management

• Organize, prepare agendas, and manage minutes for various company meetings, such as:
  • Board Meetings
  • Annual General Meetings (AGMs)
  • Extraordinary General Meetings (EGMs)
  • Meetings of Creditors, Debenture Holders, and Contributories.
• Ensure compliance with statutory requirements for conducting meetings and follow
  ups on resolutions.

4. Governance and Advisory Role

• Advise the board and senior management on corporate governance and regulatory compliance matters.
• Ensure adherence to corporate governance best practices, contributing to the development and implementation of internal policies.
• Act as a liaison between the board of directors and shareholders to ensure transparent communication.

5. Board Support

• Assist in drafting board resolutions and preparing the necessary documentation for corporate actions.
• Ensure timely distribution of board papers and track decisions made during board meetings.
• Provide ongoing support to the board in fulfilling their governance and compliance responsibilities.

6. Risk Management

• Oversee the implementation of the company’s risk management policies and ensure compliance with statutory requirements.
• Identify compliance-related risks, keep the board informed, and propose mitigation strategies to manage these risks.

7. Stakeholder Management

• Liaise with external regulatory bodies, auditors, and consultants to ensure ongoing compliance with various laws.
• Manage shareholder communication, including dissemination of annual reports, notices of meetings, and dividends.

8. RBI/FEMA Compliance

• Handle RBI/FEMA compliance related to Foreign Direct Investment (FDI), filing returns, and obtaining necessary approvals.
• Monitor and manage the company’s compliance with foreign exchange laws and reporting obligations.

9. Securities Laws Compliance

• Ensure compliance with securities laws, particularly for public companies, including SEBI regulations and stock exchange requirements.
• Manage corporate disclosures and filings related to public issues, listing, and delisting of shares.

10. Capital Management & Filings

• Oversee activities related to the increase in authorized capital and manage relevant filings.
• Ensure timely filing of statutory returns on a monthly, quarterly, half-yearly, annual, or event-based basis.

11. Training and Awareness

• Conduct training sessions for directors and senior management on changes in corporate laws, compliance requirements, and governance best practices.
• Promote a culture of compliance within the organization by raising awareness about legal obligations and policies.

12. Policy Development and Implementation

• Develop and implement internal policies, such as the code of conduct, whistleblower policy, and corporate social responsibility (CSR) policy.
• Ensure company policies are in compliance with the latest legal requirements and best governance practices.

13. Due Diligence and Corporate Transactions

• Conduct legal and secretarial due diligence for mergers, acquisitions, and other corporate restructuring activities.
• Support the legal team in handling corporate transactions, including documentation and obtaining regulatory approvals.

14. Annual Report & Corporate Disclosures

• Assist in preparing the corporate governance section of the annual report and other shareholder communications.
• Ensure timely and accurate disclosure of corporate information to regulatory authorities and the public, where necessary.

Qualifications:

• Qualified Company Secretary (CS) with 1-2 years of post-qualification experience.
• Strong understanding of corporate law, governance, regulatory frameworks, and compliance, particularly the Companies Act, 2013, FEMA, and RBI.
• Proficiency in ROC filings, board meeting management, and secretarial practices.
• Excellent organizational and time-management skills with a strong attention to detail.
• Strong communication and interpersonal skills to manage stakeholders effectively.
• Knowledge of corporate governance best practices and experience in working with senior management and the board.