Company Secretary

Confidentiel; Chennai; On-site; INR 3,000,000 - 6,000,000; Full time

Job summary

Confidentiel invites an experienced Company Secretarial professional to lead listed-company compliance, corporate governance, and Board management. The role requires extensive exposure to SEBI regulations, stock exchange disclosures, and shareholder matters.

The incumbent will work closely with the Board of Directors, CFO, and regulators to ensure robust governance and regulatory compliance across the organization. CS with ICSI membership and 15+ years’ experience are essential.

Qualifications

• Qualified Company Secretary (CS) with ICSI membership.
• 15+ years of relevant experience in the company secretarial function of a listed organization.
• Current or recent 5 years experience in a listed company is mandatory.
• Strong working knowledge of SEBI (LODR), Companies Act, 2013, MCA requirements, and stock exchange compliance.
• Experience interacting with Board members, senior leadership, regulators, and auditors.

Responsibilities

• Lead corporate governance and secretarial functions under the Companies Act, SEBI regs, and Secretarial Standards.
• Independently manage Board, Committee meetings, AGMs, EGMs; handle agendas, resolutions, minutes, and statutory docs.
• Advise Board on governance practices and regulatory developments; ensure timely implementation of decisions.
• Oversee SEBI compliance, disclosures, filings with BSE/NSE; corporate governance reporting.
• Oversee shareholder meetings, dividends, share transfers, corporate actions, investor relations perspective.
• Coordinate with external legal advisors; support corporate restructuring, mergers, and subsidiary governance.
• Establish monitoring and reporting mechanisms for compliance and governance; ensure timely statutory filings.
• Maintain relationships with regulators, auditors, and external stakeholders; lead the secretarial function.

Skills

Governance expertise

Board management

Regulatory compliance

Stakeholder management

Education

Qualified Company Secretary (CS)

Job description

Head – Company Secretarial & Corporate Governance

Experience: 15+ Years

Mandatory: Experience in an Indian listed company

Qualified Company Secretary (CS) and member of the Institute of Company Secretaries of India (ICSI),

About the Role

We are looking for an experienced Company Secretarial professional with a strong background in listed-company compliance, corporate governance, and Board management.

The role requires extensive experience working with publicly listed organizations, managing SEBI regulations, stock exchange compliance, statutory obligations, and shareholder matters. The incumbent will work closely with the Board of Directors, CFO, senior leadership, and regulatory authorities to ensure effective governance and compliance across the organization.

The ideal candidate should have independently managed the company secretarial function of a listed organization and possess strong regulatory expertise, business understanding, and Board-level stakeholder management skills.

Key Responsibilities

1. Corporate Governance & Board Management

• Lead corporate governance and secretarial functions in accordance with the Companies Act, SEBI regulations, and applicable Secretarial Standards.
• Independently manage Board meetings, Committee meetings, AGMs, and EGMs, including agendas, resolutions, minutes, and statutory documentation.
• Advise the Board and senior leadership on corporate governance practices, regulatory developments, and compliance requirements.
• Ensure timely implementation of Board decisions and maintenance of statutory records.

2. SEBI & Listed Company Compliance

• Ensure compliance with SEBI (LODR) Regulations, the Companies Act, 2013, and applicable stock exchange requirements.
• Manage periodic and event-based disclosures, corporate announcements, and regulatory filings with BSE/NSE and other applicable authorities.
• Oversee compliance relating to insider trading regulations, corporate governance reporting, and other applicable SEBI requirements.
• Monitor regulatory changes and ensure timely implementation of necessary compliance measures.
• Coordinate with stock exchanges, SEBI, MCA, RoC, and other regulatory bodies.

3. Shareholder & Investor-Related Matters

• Oversee shareholder meetings, dividend-related matters, share transfers, corporate actions, and investor grievances.
• Coordinate with Registrar and Transfer Agents, depositories, and other relevant stakeholders.
• Ensure timely and accurate shareholder communications and statutory disclosures.
• Support investor relations activities from a corporate governance and regulatory compliance perspective.

4. Corporate Legal & Secretarial Advisory

• Provide guidance on corporate laws, governance requirements, and regulatory implications of business decisions.
• Support corporate restructuring, mergers, acquisitions, subsidiaries, and other strategic corporate initiatives.
• Review corporate resolutions, shareholder agreements, and governance-related legal documentation.
• Coordinate with external legal advisors on corporate and regulatory matters.

5. Compliance Management & Audit

• Oversee statutory compliance, secretarial audits, and corporate governance reviews.
• Establish effective compliance monitoring and reporting mechanisms.
• Identify potential regulatory and governance risks and recommend corrective measures.
• Ensure timely completion of statutory filings, annual returns, and other regulatory submissions.

6. Leadership & Stakeholder Management

• Act as a key advisor to the CFO, Board of Directors, and senior leadership on governance and compliance matters.
• Maintain strong relationships with regulators, auditors, legal advisors, and external stakeholders.
• Lead the company secretarial function and ensure effective execution of all statutory and regulatory responsibilities.
• Collaborate with Finance, Legal, Investor Relations, and other functions on governance-related initiatives.

Experience & Qualifications

• Qualified Company Secretary and member of the Institute of Company Secretaries of India (ICSI).
• 15+ years of relevant experience, with substantial experience in the company secretarial function of an Indian listed organization.
• Current or recent 5yrs experience in a listed company is mandatory.
• Proven experience independently handling listed-company secretarial compliance, Board governance, and regulatory filings.
• Strong working knowledge of SEBI (LODR), SEBI (PIT) Regulations, Companies Act, 2013, MCA requirements, and stock exchange compliance.
• Hands-on experience managing Board and Committee meetings, AGMs, shareholder matters, and corporate actions.
• Experience interacting directly with Board members, senior leadership, stock exchanges, auditors, and regulatory authorities.
• Exposure to subsidiaries, corporate restructuring, and international operations would be an advantage.
• Experience in IT/ITES, fintech, banking, or financial services would be preferred, but is not mandatory.
• LLB or an equivalent legal qualification would be an added advantage.