Corporate Governance and Compliance Officer

The Company Secretary (CS) will be responsible for ensuring the company’s compliance with all statutory and regulatory requirements under the Companies Act, FEMA, and allied laws. This role involves complete management of corporate secretarial functions, regulatory filings, board governance, and advisory support to the leadership team. The CS will act as the custodian of corporate governance, ensuring transparency, integrity, and timely adherence to legal obligations across all business operations.

Roles and Responsibilities

• Convene and manage Board Meetings (minimum four per financial year), Annual General Meetings (AGMs), and Extraordinary General Meetings (EGMs), including preparation of notices, agendas, notes, resolutions, minutes, and attendance registers.
• Ensure compliance with quorum requirements, maintain accurate records of discussions and decisions, and oversee post-meeting follow-ups.
• Maintain and update all Statutory Registers as per the Companies Act, 2013, including Registers of Members, Directors, Key Managerial Personnel, Charges, Investments, Related-Party Contracts, Loans, and Shareholdings.
• Handle processes related to the appointment, re-appointment, and resignation of Directors and Auditors, including documentation, filings, and disclosure requirements.
• Review and advise management on amendments to the Memorandum and Articles of Association (MOA & AOA).
• Prepare and submit the Board’s Report, Annual Return, and other statutory disclosures in line with legal timelines.
• Support audit processes by liaising with statutory auditors and providing necessary secretarial documentation and confirmations.
• Ensure full compliance under the Companies Act, FEMA, and other relevant regulations.
• Prepare and file annual and event-based forms with the Registrar of Companies (ROC) through the MCA portal, including MGT-7, AOC-4, DIR-12, MGT-14, SH-7, and INC-22.
• Manage filings and submissions under FEMA and RBI guidelines, including preparation and filing of Form FLA.
• Keep abreast of regulatory amendments and update management on compliance implications.
• Maintain a structured compliance calendar to ensure zero lapses or delays in statutory filings.
• Manage capitalization records including share allotments, transfers, and ESOP issuances.
• Prepare and maintain documentation for funding rounds, investor onboarding, and due diligence.
• Liaise with investors, legal advisors, and auditors to ensure transparent governance and accurate reporting.
• Provide ongoing advisory support to management on matters under the Companies Act, FEMA, and other applicable corporate laws.
• Conduct internal reviews, discussions, and calls with management and auditors to ensure timely closure of statutory and compliance obligations.
• Support business leaders in implementing governance frameworks, risk mitigation measures, and compliance best practices.
• Serve as the bridge between the Board, management, and regulatory authorities, ensuring integrity in corporate decision-making.
• Drive awareness of corporate governance principles and compliance ethics across teams.
• Proactively monitor legal changes and ensure the organization’s policies and practices evolve accordingly.

Qualifications and Experience

LLB or MBA (Corporate / Finance / Legal) preferred.

Key Skills