Head - Secretarial & Corporate Governance - Hotels/Restaurants

Company Secretary (CS) - Head of Secretarial & Corporate Governance

Senior Leadership

IPO Readiness

Full-time

Reports to Board of Directors / Managing Director

Location - Mumbai

Job purpose:

To lead the company's secretarial, corporate governance and statutory compliance functions, while establishing the board, shareholder and disclosure systems required for a professionally managed restaurant group preparing for an IPO within the next two years.

Key responsibilities:

A. Corporate governance and statutory compliance:

- Ensure compliance with the Companies Act, 2013, applicable rules and other corporate laws.

- Manage Board Meetings, General Meetings, notices, agendas, minutes and resolutions.

- Maintain statutory registers, records, filings and corporate documentation.

- Advise the Board and senior management on governance matters.

- Coordinate with statutory auditors, secretarial auditors, legal counsel and regulators.

- Establish a compliance calendar across all group companies and subsidiaries.

B. IPO readiness and listing preparation:

- Lead the company's secretarial workstream for IPO preparation.

- Support the IPO readiness assessment and close governance gaps.

- Coordinate with merchant bankers, IPO legal counsel, auditors and other advisors.

- Prepare and maintain corporate information required for due diligence and offer documents.

- Ensure promoter, director, group company and related-party records are accurate and complete.

- Assist in establishing appropriate board committees and governance policies for a listed company.

- Support pre-IPO restructuring, if required, including subsidiaries, shareholding and corporate records.

- Coordinate with the CFO and Legal Head to ensure consistency of disclosures.

C. Restaurant-chain governance:

- Ensure corporate compliance across all subsidiaries, restaurants and operating entities.

- Maintain accurate ownership and documentation for restaurant leases, franchise arrangements and group entities.

- Monitor related-party transactions involving promoters, directors, landlords and group companies.

- Establish approval processes for material contracts and related-party transactions.

D. Board and shareholder management:

- Act as the principal secretarial advisor to the Board.

- Manage investor and shareholder communication from a governance perspective.

- Assist in the appointment and induction of independent directors, where applicable.

- Coordinate board evaluation, governance policies and committee terms of reference.

Candidate profile:

- Qualified Company Secretary (ACS/FCS) from ICSI.

- 10 - 15+ years of relevant experience, including substantial experience in a corporate secretarial function.

- Experience in a listed company, IPO preparation, pre-IPO company or large corporate group preferred.

- Strong knowledge of Companies Act, corporate governance, SEBI regulations and stock exchange requirements.

- Experience coordinating with merchant bankers, legal advisors and statutory auditors.

- Strong documentation, communication and stakeholder-management skills.

- Experience in the hospitality, retail, QSR or multi-location business sector is desirable.

Key performance indicators (KPIs):

- Statutory compliance: 100% timely filings and statutory compliance

- Board governance: Timely, accurate board and committee processes

- IPO readiness: Governance gaps closed as per approved plan

- Due diligence: Complete and accurate corporate records

- Group compliance: Consistent compliance across all entities