Company Secretary & Legal Officer

About the Role

Company Secretary & Legal Officer (CS & Legal)

This position acts as a strategic partner to the Board and senior management, ensuring transparency, governance, and risk management across the company

Key Responsibilities

1. Statutory Compliance & Secretarial Functions

• Ensure compliance with applicable provisions of the Companies Act, 2013, rules and other applicable corporate laws.
• Conduct Board Meetings, Committee Meetings, and Annual and Extra-ordinary General Meetings, Postal Ballots, including preparation and circulation of agendas, preparation of minutes, drafting of resolutions,
• Annual, half-yearly, quarterly as well as event-based statutory form filings with RoC, MCA for various events such as annual filing, appointment, resignation of directors, KMPs, passing of resolutions, capital funding, charge creation/modification/satisfaction, etc.
• Preparation of annual report of listed company including composition of directors report,
• Maintenance of statutory registers and records in accordance with the Companies Act,
• Dividend declaration and related process,
• Alteration of Articles and Memorandum of Association of the Company and handling of pre and post compliances related thereto,
• Capital raising and funding by way of preferential issuance, right issue, etc.
• Merger of group companies,
• CSR payment and related filings,
• Coordination with statutory bodies such as RoC, MCA, BSE, NSE, NSDL, CDSL, RTA, etc.,
• Manage secretarial audits, certification of compliance reports, and submission of required disclosures to the Board.

2. Listing compliances of SEBI & Corporate Governance compliance (For Listed Entities)

• To keep an eye on updates and amendments and to comply with SEBI (LODR) Regulations, 2015, corporate governance norms and Prohibition of Insider Trading Regulations, SEBI, BSE, NSE circulars and notifications,
• Coordinate with stock exchanges and manage all correspondence related to listing, disclosures, queries and investor complaints.
• Ensure timely publication and disclosure of event based as well as quarterly, half yearly, annual results, annual reports, and other mandated filings.
• Handling of SDD software,
• Handling of compliances related to post earning calls, investors meetings, investors presentations, etc.

3. Legal Advisory & Contract Management

• Drafting, review and vetting of agreements, contracts, MOUs, NDAs and service level agreements.
• Preparation of legal notices to external parties for recoverable dues and also drafting of responses to legal notices received by Company,
• Provide legal advice on project contracts, claims, arbitration, joint ventures, and subcontracting arrangements.
• Maintain and update the repository of legal documents, contracts, court cases, and licensing records.
• Represent the company in legal matters, including attending of arbitration hearings, issuing notices, and handling litigation, in coordination with external counsel.

4. Board & Shareholder Communication

• Act as the liaison between the Board of Directors and shareholders.
• Advise the Board on regulatory, governance, and legal responsibilities.
• Ensure all decisions of the Board and shareholders are documented and implemented appropriately.
• Manage communications related to AGMs, EGMs, dividend declarations, off-market share transfers, and investor grievance redressal.
• Coordination with promoter shareholders for AGM, EGM, postal ballots and e-voting.

5. Compliance Monitoring & Risk Management

• Establish and monitor compliance frameworks, SOPs, and checklists across departments.
• Conduct periodic audits to identify non-compliance issues and recommend corrective actions.
• Report key compliance risks to the Board/Audit Committee and propose mitigation measures.
• Stay updated on changes in laws and ensure implementation of required updates in company policies.
• Manage representation before regulators during inspections, audits, and investigations.
• Maintain digital and physical records of all legal, regulatory, and secretarial documents.
• Ensure safekeeping and confidentiality of sensitive data, resolutions, and company information.

Prepare compliance reports, certificates, and documentation for audits, due diligence, and investor reporting