We are seeking an experienced and qualified Company Secretary to manage corporate governance, regulatory compliance, and secretarial functions for a listed BFSI organization. The ideal candidate should have hands-on experience in SEBI LODR regulations, stock exchange compliances, board and committee management, and corporate governance practices applicable to listed financial services companies.
Roles and Responsibilities:
Corporate Governance & Secretarial Compliance
- Ensure compliance with the provisions of the Companies Act, 2013, SEBI regulations, and other applicable laws.
- Manage all secretarial activities for the company and its committees.
- Advise senior management and the Board on corporate governance matters and regulatory requirements.
- Maintain statutory registers, records, and filings.
SEBI LODR & Listing Compliance
- Ensure timely compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
- Manage all stock exchange filings, disclosures, and submissions.
- Monitor and ensure compliance with corporate governance requirements under SEBI regulations.
- Handle disclosures related to material events, related-party transactions, shareholding patterns, corporate actions, and annual compliance requirements.
- Liaise with stock exchanges, SEBI, depositories, registrars, and other regulatory authorities.
Board & Committee Management
- Organize Board Meetings, Committee Meetings, and Shareholder Meetings.
- Prepare agendas, notices, board papers, minutes, and resolutions.
- Ensure implementation and tracking of Board decisions and action items.
- Support independent directors and committee members on governance matters.
Regulatory & BFSI Compliance
- Coordinate with regulatory bodies such as RBI, IRDAI, NHB, PFRDA, or other sector regulators, as applicable.
- Monitor changes in regulatory requirements impacting the BFSI sector.
- Support compliance audits, inspections, and regulatory reviews.
Corporate Actions & Stakeholder Management
- Manage corporate actions including dividend declarations, rights issues, bonus issues, preferential allotments, ESOP-related compliances, and other capital market transactions.
- Coordinate with investors, shareholders, merchant bankers, legal advisors, and auditors.
- Assist in annual report preparation and corporate governance reporting.
SEBI PIT (Prohibition of Insider Trading) Compliance
- Act as Compliance Officer/Support Compliance Officer for implementation and monitoring of the SEBI (Prohibition of Insider Trading) Regulations, 2015.
- Administer and monitor the Insider Trading Code, Code of Fair Disclosure, and related policies.
- Manage trading window closures and reopening processes.
- Track and review disclosures from designated persons, promoters, directors, and key managerial personnel.
- Maintain Structured Digital Database (SDD) and ensure compliance with regulatory requirements.
- Conduct periodic awareness and training sessions on insider trading regulations.
- Coordinate investigations and reporting related to potential insider trading violations.
SEBI Takeover Code (SAST) Compliance
- Ensure compliance with SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
- Monitor shareholding thresholds and disclosure requirements for promoters, promoter groups, directors, and significant shareholders.
- Handle disclosures related to acquisitions, disposals, encumbrances, and changes in shareholding.
- Coordinate with legal advisors, merchant bankers, stock exchanges, and regulatory authorities in relation to takeover-related transactions.
- Advise management on regulatory implications arising from mergers, acquisitions, open offers, and other strategic transactions.
Qualification: Company Secretary
Experience:
- 7–8 years of post-qualification experience as a Company Secretary in a listed BFSI organization.
- Listed NBFC, Housing Finance Company, Asset Management Company, Insurance Company, Fintech, or other regulated financial services organizations.
- Experience handling secretarial audits, due diligence exercises, and regulatory inspections.
