Secretarial Manager

Role & responsibilities

Job Purpose

To support the management of corporate secretarial, statutory compliance, and corporate governance matters for the Company and its group entities. This includes handling Board and Committee processes, ensuring strict adherence to corporate and securities laws, coordinating with internal and external stakeholders, and independently managing the secretarial and compliance requirements of a designated subsidiary under the supervision of the reporting manager.

Key Responsibilities

1. Board, Committee & Corporate Governance

• Meeting Management: Plan and execute end-to-end Board and Committee meetings (notices, agendas, agenda notes, minutes, and action-taken reports) in full compliance with Secretarial Standards (SS-1 and SS-2).
• Stakeholder Coordination: Liaise with Directors, senior management, and internal teams to obtain necessary approvals, including drafting and circulating circular resolutions.
• Governance & Composition: Ensure ongoing compliance regarding Board/Committee composition, director appointments/re-appointments, resignations, disclosures of interest, and related governance mandates.
• Action Tracking & Committee Support: Monitor action items arising from meetings, support Board evaluations, and oversee secretarial workflows for Nomination & Remuneration, Audit, CSR, and other Committees.
• Reporting: Assist in drafting statutory disclosures for the Annual Report, Directors Report, and Corporate Governance Report.

2. Listed Entity & Regulatory Compliance

• Statutory Compliance: Monitor compliance under the Companies Act (2013), SEBI (LODR) Regulations (2015), SEBI guidelines for listed securities (equity/debt), and other applicable corporate laws.
• Regulatory Submissions: Prepare and submit stock exchange disclosures, corporate announcements, and periodic filings across BSE / NSE compliance portals.
• Agency Coordination: Serve as a primary point of contact for Stock Exchanges, Depositories, Registrar & Share Transfer Agents (RTA), Debenture Trustees, Statutory Auditors, and legal advisors.
• Insider Trading & Calendars: Oversee compliance under SEBI (Prohibition of Insider Trading) Regulations (including maintaining the Structured Digital Database) and manage corporate compliance calendars to track critical statutory deadlines.

3. Group & Subsidiary Secretarial Management

• Subsidiary Ownership: Independently handle the entire secretarial function of a designated subsidiaryincluding Board/shareholder meetings, statutory registers, regulatory filings, and annual returns.
• KMP Role (If Applicable): Assume formal appointment as Company Secretary / Key Managerial Personnel (KMP) of the designated subsidiary, subject to statutory provisions and internal approvals.
• Group Oversight: Track compliance health across group entities, identify compliance gaps, manage Related Party Transactions (RPTs), and escalate material risks to the reporting manager.

4. General Meetings, Shareholder Matters & Statutory Filings

• Shareholder Meetings: Coordinate Annual General Meetings (AGMs) and Extraordinary General Meetings (EGMs), including drafting notices, explanatory statements, managing e-voting, and coordinating with the Scrutinizer.
• MCA/ROC Filings: Prepare and submit accurate annual and event-based filings with the Ministry of Corporate Affairs (MCA) and Registrar of Companies (ROC).
• Records Maintenance: Maintain updated statutory registers, minute books, and secretarial documentation.

5. Fund-Raising, Restructuring & Special Assignments

• Corporate Actions & Transactions: Assist in fund-raising initiatives, debt/debenture issuances, mergers, demergers, schemes of arrangement, and NCLT / fast-track restructuring processes.
• IPO Preparedness: Assist in secretarial due diligence, offer document inputs, statutory record reviews, and coordination with merchant bankers/advisers during IPO/listing processes.
• Audit & Improvements: Support Secretarial and Internal Audits, implement audit recommendations, and continuously improve secretarial policies and templates.

Qualifications & Experience

CategoryRequirementEducation (Essential)Member of the Institute of Company Secretaries of India (ACS / FCS).Education (Desirable)LL.B. is not required, but exposure to corporate law principles is beneficial.Experience (Essential)

• 5-7 years of post-qualification experience in corporate secretarial & compliance roles.
• Hands-on secretarial experience within a Listed Entity (Equity or Debt).
• In-depth working knowledge of Companies Act 2013, Secretarial Standards (SS-1, SS-2), and SEBI LODR.

Preferred IndustryListed Entities (Must), Large Corporates, Manufacturing, Infrastructure, Petrochemicals, or Diversified Business Groups.Tech Exposure Familiarity with MCA portal, BSE/NSE compliance tools, and electronic filing systems.

Preferred candidate profile

• Technical Expertise: Comprehensive understanding of corporate secretarial practices, corporate governance principles, and SEBI regulations.
• Drafting & Analytical Skills: Outstanding capability in drafting resolutions, minutes, notices, and governance reports with high attention to detail.
• Independent Execution: Ability to independently drive deliverables, track statutory deadlines, and manage subsidiary responsibilities.
• Stakeholder Management: Professional communication and interpersonal skills to engage seamlessly with Directors, Senior Management, Regulators, and Auditors.
• Risk & Integrity: High professional integrity with a proactive approach to identifying compliance risks, recommending remedies, and escalating critical issues.