1. Role Purpose
The Legal Counsel & Company Secretary is responsible for ensuring robust corporate governance, statutory compliance, legal risk management, and regulatory adherence across BiofuelCircle's entities, including platform businesses, biomass banks, Envira plants, and other operating locations. The role acts as a strategic advisor to the Board and leadership, while also owning endtoend legal and secretarial compliance as the company scales across multiple states, assets, and joint ventures.
2. Corporate Governance & Company Secretarial Responsibilities
- Act as Company Secretary for BiofuelCircle entities.
- Ensure compliance with the Companies Act, 2013 and applicable Secretarial Standards (SS1, SS2).
- Plan, convene, attend, and minute:
- Board Meetings
- General Meetings
- Board Committee Meetings (Audit Committee, NRC, etc.).
- Maintain statutory registers, minutes, filings, and records.
- Advise the Board and Directors on duties, fiduciary responsibilities, and governance best practices.
- Support Board structuring and governance across parent and subsidiary entities.
3. Board, Committee & Shareholder Support
- Serve as the primary governance interface between the Board, Independent Directors, management, investors, and advisors.
- Draft and review:
- Board papers and resolutions
- Committee charters
- Directors Responsibility Statements
- Annual reports and governance disclosures.
- Ensure alignment between shareholder agreements, Articles of Association, and Board decisions.
4. Legal Advisory to Business & Leadership
- Act as inhouse legal advisor to the CEO, Managing Directors, and senior leadership.
- Provide legal opinions on business models, platform operations, supply chain structures, and new initiatives.
- Proactively identify legal risks and recommend mitigation strategies to enable informed business decisions.
5. Contracts, Joint Ventures & Strategic Transactions
- Draft, review, negotiate, and manage:
- Joint Venture Agreements
- Shareholder Agreements
- Strategic partnerships and alliances
- Commercial, vendor, customer, and service contracts.
- Support structuring and documentation for:
- New legal entities
- Subsidiaries
- Investments, divestments, and strategic transactions.
6. Regulatory & Compliance Management (Corporate Level)
- Ensure compliance with applicable laws including:
- Corporate and commercial laws
- Environmental and wastemanagement regulations
- Labour and employment laws
- Data protection and confidentiality requirements.
- Liaise with regulators, statutory authorities, auditors, and external legal counsel.
- Oversee internal compliance systems, reporting, and periodic reviews.
7. SiteLevel Compliance: Biomass Banks & Envira Plants
7.1 Environmental & Pollution Control Compliance
- Ensure compliance with CPCB / SPCB regulations, including Consents to Establish (CTE) and Consents to Operate (CTO).
- Track environmental approvals, conditions, and renewal timelines for each site.
- Coordinate with environmental consultants and regulators.
7.2 Industrial, Factory & Local Authority Compliance
- Factories Act (where applicable)
- Shops & Establishments Acts
- Fire safety, electrical safety, and municipal permissions.
- Ensure all statutory licenses are obtained prior to commissioning and renewed on time.
7.3 Labour Law & Workforce Compliance (SiteSpecific)
- Ensure compliance with labour laws applicable to site operations, including:
- Contract Labour Act
- Minimum Wages Act
- PF, ESIC, gratuity, and social security laws.
- Review compliance of contractors, transporters, and manpower vendors.
7.4 Land, Property & RightofUse Compliance
- Review and approve land leases, yard agreements, easements, and access rights.
- Track validity, renewals, and legal risks related to land and site usage.
7.5 Site Audits, Inspections & Incident Management
- Design and maintain a site compliance checklist covering environmental, labour, safety, and local statutory requirements.
- Support regulatory inspections, audits, and site visits.
- Act as escalation point for notices, penalties, showcause actions, or violations.
8. Litigation & Dispute Management
- Manage all litigation and disputes including civil, commercial, regulatory, and labour matters.
- Appoint, brief, and manage external counsel.
- Track litigation exposure, provisions, and outcomes report material risks to leadership and the Board.
9. Policy Frameworks & Internal Controls
- Draft, implement, and periodically review internal policies including:
- Code of Conduct
- POSH / ICC governance
- Conflict of Interest
- Delegation of Authority.
- Ensure organizationwide awareness and adherence to policies.
10. Risk Management & Compliance Culture
- Proactively identify legal, regulatory, and governance risks.
- Develop preventive compliance frameworks rather than reactive responses.
- Present periodic legal and compliance MIS to Management and the Board.
- Build a culture where compliance is seen as an enabler of sustainable growth.
11. Qualification & Experience Requirements
Educational & Professional Qualifications
- Qualified Company Secretary (CS) and member of the Institute of Company Secretaries of India (ICSI) - mandatory.
- LLB / LLM from a recognized Indian university - strongly preferred, given the breadth of commercial, regulatory, and litigation exposure.
- Additional certifications or exposure in corporate governance, compliance, ESG, or risk management will be an advantage.
