Company Secretary

1. Role Summary

statutory compliance, corporate governance, regulatory filings, board processes, and legal compliance

2. Key Responsibilities

A. Corporate Governance & Board Management

• Organise, convene, and attend

  Board Meetings, Committee Meetings, and General Meetings

  (AGM/EGM).
• Prepare

  notices, agendas, board notes, minutes, and resolutions

  ; ensure proper recording and compliance with Secretarial Standards (SS-1 & SS-2).
• Maintain and update

  statutory registers, records, minutes books, and statutory documents

  .
• Guide the Board on

  good governance practices

  , related-party transactions, and directors duties.
• Assist in appointment, resignation, and remuneration compliance of Directors, KMPs, and Auditors.
  

B. ROC & MCA Compliances

• Ensure timely filing of all

  MCA forms

  under the Companies Act, 2013, including but not limited to:

  MGT-7

  ,

  AOC-4

  ,

  MGT-14

  ,

  PAS-3

  ,

  ADT-1

  ,

  DIR-12

  ,

  DPT-3

  ,

  CHG-1/4

  ,

  MGT-14

  ,

  INC forms

  ,

  BEN-2

  ,

  MSME-1

  , etc.
• Prepare and file

  Annual Returns

  and

  Financial Statements

  .
• Ensure compliance during

  increase in authorised capital, share allotments, transfer/transmission, rights issue, bonus issue, buyback

  , etc.

C. SEBI & Listing Compliances

• Ensure all compliances under

  SEBI (LODR) Regulations, 2015

  , including quarterly, half-yearly, and annual filings:
• Shareholding patterns
  
• Corporate governance reports
  
• Investor complaints
  
• Related-party disclosures
  
• Press releases and price-sensitive information
  
• Coordinate with stock exchanges, share transfer agent, depositories (CDSL/NSDL), and statutory auditors.
  
• Oversee

  INSIDER TRADING compliance

  , maintenance of digital Structured Digital Database (SDD), PIT policy, and Trading Window management.

D. Secretarial Audit & Statutory Filings

• Facilitate

  Secretarial Audit

  ,

  Cost Audit

  ,

  Internal Audit

  , or

  Due Diligence

  exercises.
• Liaison with regulators:

  MCA, SEBI, ROC, RBI, NCLT, GST, PF/ESI, Pollution Control Board, Labour Department

  , etc.

E. Legal & Contract Management

• Draft, review, and vet

  contracts, MOUs, tenders, NDAs, SLAs, vendor agreements

  , etc.
• Maintain contract repository and track expiries, renewals, compliances, and obligations.
  
• Handle

  legal notices, arbitration, litigation

  , and coordinate with external lawyers.
• Advise management on

  labour laws, environmental compliances, and industry regulations

  .

F. Shareholder Relations

• Handle

  share transfers, transmission, demat/remat, IPO/disclosures

  , and liaise with RTA.
• Address shareholder queries, grievances, and coordinate with SEBI SCORES portal.
  

G. Corporate Actions & Capital Markets

• Manage:
  

• Private placement / rights issue / preferential allotment

• ESOP / Sweat Equity / Bonus shares / Buy-back

• Debenture issuance, charges creation/modification/satisfaction

• Board approvals, valuation reports, and due-diligence documentation

H. Internal Controls & Compliance Framework

• Develop and implement

  Compliance Calendar, SOPs, risk management and governance frameworks

  .
• Ensure company-wide compliance with

  Companies Act, FEMA, Labour Laws, MSME Act, Contract Act, IBC, GST Act, Environmental laws, and industry-specific regulations

  .
• Conduct training for employees on compliance, ethics & code of conduct.
  

3. Qualifications & Skills

Educational Qualifications

• Company Secretary (CS) – Member of ICSI

  (mandatory)
• Preferably

  LLB / LLM / MBA

  (added advantage)

Skills & Competencies

• Strong knowledge of

  Companies Act, 2013

  , SEBI LODR, FEMA, labour & environmental laws
• Excellent

  drafting, communication, and presentation

  skills
• Highly detail-oriented with strong

  compliance & documentation

  focus
• Proficiency in

  MCA portal, SEBI portals, RBI filings, and MS Office

• Ability to manage

  board processes, legal matters, contracts & investor relations

4. Experience

• 3–10 years

  for mid-level CS

• 10+ years

  for Senior Manager / Head – Legal & Company Secretary
• Experience in

  Limited / Listed Companies

  preferred
• Exposure to

  EPC, manufacturing, infrastructure, environmental engineering

  sectors is desirable (relevant to your company)

5. Key Deliverables

• 100% statutory and secretarial compliance
  
• Zero non-compliance observations in audits
  
• Timely and accurate board meeting documentation
  
• Effective contract management system
  
• Strong governance and investor confidence
  
• Proactive legal and regulatory risk mitigation