Company Secretary & Compliance Officer

Job Description – Secretarial & Legal

Position: Company Secretary and Compliance Officer (Secretarial & Legal)

Location: Mumbai

Reports to: Managing Director / Board of Directors

Role Overview

The Company Secretary, Legal & Compliance Officer will be responsible for ensuring compliance with the provisions of the Companies Act, 2013, SEBI regulations, and all applicable corporate laws. The role also involves supporting the Board of Directors, ensuring good corporate governance practices, handling secretarial audits, managing legal matters, and overseeing compliance with SEBI (LODR & PIT) Regulations as the designated Compliance Officer of the Company.

This position is key to maintaining statutory compliance, implementing governance processes, safeguarding the Company’s legal and regulatory interests, and ensuring investor confidence through transparent and timely disclosures.

Qualification & Experience

• Qualified Company Secretary (Member of ICSI)

• LL.B. degree

• 8–12 years of relevant experience in secretarial and legal functions (experience in a listed entity is must)

Key Responsibilities

Secretarial Functions

• Ensure compliance with the Companies Act, 2013, SEBI (LODR) Regulations, 2015, SEBI (PIT) Regulations, and other applicable corporate laws.
• Organize and conduct Board Meetings, Committee Meetings, and Annual General Meetings (AGM), including preparation and circulation of notices, agendas, minutes, and related documentation.
• Draft and vet Board reports, Directors’ reports, corporate governance reports, and other statutory disclosures for Annual Report.
• Maintain statutory registers, records, and filings with Registrar of Companies (ROC), Ministry of Corporate Affairs (MCA), and Stock Exchanges.
• Coordinate with auditors, regulators, depositories, stock exchanges, and other stakeholders.
• Ensure timely disclosures under SEBI regulations (e.g., shareholding patterns, quarterly results, trading window closures, insider trading compliances).
• Liaise with regulators such as SEBI, ROC, RBI, and stock exchanges for approvals, clarifications, and representations.
• Support in handling secretarial audit, internal audit, and compliance reviews.

Legal Functions

• Draft, review, and vet contracts, agreements, and legal documents (vendor agreements, service contracts, NDAs, MSAs, lease agreements, etc.).
• Provide legal opinions and advice on matters affecting the Company’s operations.
• Manage and monitor litigations, arbitrations, and disputes, including coordination with external counsel.
• Ensure compliance with applicable labor laws, IT laws, intellectual property laws, data privacy regulations, and other relevant legislation.
• Advise management on legal risks and mitigation strategies.
• Maintain repository of legal documentation, contracts, and case records.

Governance & Advisory

• Act as a key advisor to the Board on corporate governance practices and statutory obligations.
• Implement best practices in compliance, ethics, and business conduct.
• Monitor and strengthen internal compliance systems and processes.
• Support the management in investor relations, due diligence, mergers & acquisitions, and corporate restructuring activities.

Compliance Officer Functions

• Act as the Compliance Officer under SEBI (LODR) Regulations and SEBI (Prohibition of Insider Trading) Regulations.
• Ensure timely submission of quarterly, half-yearly, and annual compliances with Stock Exchanges and SEBI.
• Monitor trading window closure, insider trading compliances, and maintain structured digital database as per SEBI PIT Regulations.
• Oversee investor grievance redressal and act as the nodal officer for SEBI SCORES, RTA, and stock exchange queries.
• Ensure continuous monitoring of changes in securities laws and advise management on required actions.
• Prepare and submit corporate governance reports, shareholding patterns, statement of investor complaints, and related filings.
• Facilitate communication between the Company and investors, stock exchanges, and other regulators.
• Support in due diligence, fund raising, M&A, and other corporate actions from a compliance standpoint.

Skills & Competencies

• Strong knowledge of Companies Act, SEBI regulations, FEMA, and corporate governance frameworks.
• Expertise in legal drafting, contract management, and litigation management.
• Excellent communication, drafting, and presentation skills.
• Strong organizational and multitasking abilities.
• High integrity, confidentiality, and stakeholder management skills.
• Ability to work under pressure and meet strict timelines.

poojazende@orientindia.net .

Regards,

HR Team