Purpose of the Role:
Managing all matters pertaining to the Board of Directors (of allocated companies) and its various Committees of TATA Motors Ltd. and select subsidiaries, providing counsel and facilitating the seamless conduct of Board and Committee meetings. Additionally responsible for representing the interests of TATA Motors Ltd. on the Board of Directors of certain TATA Motors subsidiaries in a non-executive capacity.
Job Responsibilities:
- Contribution to Planning – Safety, Health, Environment (SHE) and Corporate Social Responsibility (CSR)
- Provide strategic advice to the Chairman and members of the Board, ensuring their awareness of industry developments and facilitating the formulation of appropriate policies to meet the Company's mission, objectives, and compliance with all relevant statutory and regulatory requirements.
- Ensure the provision and distribution of sufficient and appropriate information on a monthly and quarterly basis to Board members throughout the year, enabling effective assessment of Company issues, strategies, implementation progress, and performance outcomes.
- Maintain comprehensive awareness of the evolving regulatory landscape and advise the Board on implications and compliance requirements.
- Facilitate key actions and decisions pertaining to both long-term and short-term strategic objectives.
- Enable the Board to arrive at balanced and objective decisions in the performance of its agreed role and functions.
- Collaborate with the team to ensure secretarial due diligence is conducted thoroughly and in a timely manner.
- Collaborate with the team to ensure compliance with the SEBI Takeover Code and relevant security-related Reserve Bank of India (RBI) regulations.
- Serve as the Compliance Officer under the SEBI Listing Agreement.
- Collaborate with the team to ensure comprehensive legal compliance and the timely updation of legacy systems.
- Maintain statutory registers, including the Register of Directors, Register of Charges, Contract Register Part B, and Abeyance Listings.
- Oversee shareholder communication and exercise supervisory oversight of the Registrar and Transfer Agent.
- Monitor voting results in critical meetings to ensure accuracy and procedural compliance.
- File requisite information with the Stock Exchanges in accordance with the Listing Agreement, encompassing Equity and Debt (Abeyance Listings), Private Placements and Issues, Corporate Actions and Updates, SEBI SCORES submissions, Singapore Listing requirements, and Loan Documentation (including mortgages, hypothecation, and consortium arrangements).
- Oversee the preparation of the Indian Annual Report in compliance with applicable regulatory requirements, including its printing and timely dispatch to every member, debenture holder, director, auditor, stock exchange, and all other relevant stakeholders.
- Serve as custodian of title deeds, property documents, and important agreements on behalf of the Company.
- Manage secretarial matters pertaining to TML Holdings (Singapore), Tata Precision (Singapore), JLR India, TML Distribution, Tata Marcopolo, and the subsidiary in Nigeria.
- Monitor and maintain Foreign Institutional Investor (FII) limits and headroom for American Depositary Receipts (ADRs) in accordance with RBI requirements.
- Identify and address the nature of problems encountered and the scope of improvement opportunities.
- Determine, in consultation with the Managing Director and the Chief Financial Officer, and in conjunction with the advice of the Nomination and Remuneration Committee, the composition of the Board of Directors—including independent and women directors—as well as the composition of boards of subsidiaries and associates, and the remuneration of Board members.
- In the event of non-compliance, drive the remediation process in conjunction with the Legal team and senior management.
- Manage communication with key stakeholders, ensuring the nature and content of all communications are appropriate, timely, and in accordance with regulatory and corporate governance standards.
Desired Candidate Profile:
Experience: 10-15 years in Company Law, Legal and Statutory Requirements, Corporate Governance, Due Diligence, Mergers & Acquisition.
Education: CS - Institute of Company Secretaries of India- Company Secretary and Bachelors in Law (will be added advantage).
Skills & Competencies:
The official should possess organizational skills, effective communication abilities, and a sharp attention to detail, complemented by consultation expertise and proficiency in notetaking and typing. Additionally, legal knowledge aptitude and financial analysis skills are essential, alongside critical thinking capabilities and customer servicing proficiency. Multitasking abilities, strong planning expertise, and sound decision-making skills further contribute to the competencies required for the role.
