Company Secretary – Listed Company Compliance
Company: RDB Group
Location: Kolkata, West Bengal
Job Type: Full-time, In-person
Department: Secretarial, Legal & Compliance
About the Role
RDB Group is looking for a qualified and experienced Company Secretary with strong hands-on exposure to the secretarial, statutory, regulatory and corporate-governance requirements of a listed company.
The selected candidate will be responsible for ensuring timely compliance with the Companies Act, SEBI Regulations, stock-exchange requirements, Secretarial Standards and other applicable laws. The role involves working closely with the Board of Directors, senior management, auditors, legal advisers, stock exchanges, depositories, government authorities and other regulatory bodies.
Key Responsibilities Listed Company and SEBI Compliance
- Ensure compliance with the Companies Act, 2013, SEBI LODR Regulations, SEBI PIT Regulations, SEBI Takeover Regulations, Depositories Act and applicable circulars.
- Manage periodic, quarterly, half-yearly, annual and event-based submissions to stock exchanges, SEBI, MCA and other authorities.
- Prepare disclosures relating to corporate governance, shareholding patterns, investor grievances, related-party transactions and material events.
- Maintain the Structured Digital Database, designated-person disclosures, UPSI records, trading-window closures and pre-clearance records.
- Track regulatory developments and maintain a comprehensive compliance calendar.
Board and Committee Meetings
- Plan and coordinate Board and Committee meetings, including Audit Committee, NRC, SRC, CSR and Risk Management Committee meetings.
- Prepare notices, agendas, agenda notes, draft resolutions, minutes, attendance records and action-taken reports.
- Maintain directors’ disclosures, declarations of independence and interest records.
- Ensure compliance with applicable laws, Secretarial Standards and listing requirements.
General Meetings and Shareholder Matters
- Organise AGM, EGM, postal ballots and other shareholder or creditor meetings.
- Prepare notices, explanatory statements, annual-report inputs, e-voting documents, scrutiniser documents and minutes.
- Coordinate with stock exchanges, depositories, Registrar and Share Transfer Agents and e-voting service providers.
- Handle investor grievances and matters relating to share transfer, transmission, dematerialisation, duplicate certificates, nomination, unpaid dividends and IEPF.
Corporate Actions and Capital-Market Matters
- Coordinate corporate actions such as dividends, bonus issues, rights issues, preferential allotments, private placements, stock splits, consolidation and buybacks.
- Support mergers, amalgamations, demergers, restructuring, capital reduction, fundraising and strategic transactions.
- Coordinate with merchant bankers, legal advisers, stock exchanges, depositories, banks and auditors.
- Prepare resolutions, notices, applications, disclosures, filings and transaction-related documentation.
Statutory Filings and Records
- Prepare and file statutory forms, annual returns, financial-statement forms and event-based filings with MCA.
- Maintain statutory registers, minute books, disclosures, licences and corporate records in physical and electronic formats.
- Ensure proper indexing, safe custody, controlled access and confidentiality of secretarial records.
Corporate Governance and Policy Management
- Support the Board and management in maintaining strong corporate-governance standards.
- Draft, review and update policies relating to insider trading, related-party transactions, materiality, whistle-blower mechanisms, CSR, document preservation and risk management.
- Monitor compliance relating to Board composition, independent directors, woman directors and Key Managerial Personnel.
- Support Board and Committee evaluation, director induction and familiarisation programmes.
Audit, Due Diligence and Compliance Assurance
- Coordinate secretarial audits, statutory audits, internal audits, legal due diligence and compliance reviews.
- Provide statutory records, registers, minutes, filings and supporting documents to auditors.
- Review audit observations, prepare responses and coordinate corrective and preventive actions.
- Conduct periodic internal secretarial-compliance checks and prepare compliance-status reports.
Group Company Compliance
- Manage secretarial and statutory compliance for listed, unlisted public and private companies within the Group.
- Maintain entity-wise and consolidated compliance calendars.
- Support incorporation, conversion, merger, closure, strike-off and restructuring of Group entities.
- Coordinate approvals and documentation for inter-company transactions, investments, loans, guarantees and related-party transactions.
Legal and Regulatory Coordination
- Coordinate with legal consultants, advocates, auditors, government departments and regulatory authorities.
- Assist in drafting and reviewing agreements, declarations, undertakings, powers of attorney, resolutions, notices and regulatory correspondence.
- Coordinate responses and follow-ups relating to statutory and regulatory notices.
- Maintain central records of notices, legal matters, submissions and compliance actions.
Management Advisory and Reporting
- Provide periodic updates to the Board and senior management on regulatory developments, compliance status, risks and corrective actions.
- Advise management on legal, secretarial and governance implications of business decisions.
- Support acquisitions, investments, joint ventures, fundraising, restructuring and other strategic transactions.
- Prepare management notes, Board briefs, compliance dashboards and presentations.
Educational Qualifications
- Qualified Company Secretary from the Institute of Company Secretaries of India
- Active membership of ICSI is mandatory
- Bachelor’s degree in Commerce, Law, Finance, Business Administration or a related discipline
- Degree in Law or an additional qualification in Finance, Accounting or Corporate Law will be preferred
Experience Requirements
- Minimum 5–10 years of post-qualification experience
- Prior hands-on experience in a listed company is mandatory
- Strong experience in stock-exchange filings, SEBI compliance, Board and Committee meetings, shareholder meetings, governance reporting, secretarial audits, investor grievances, annual reports, statutory filings and corporate actions
- Experience independently coordinating with directors, promoters, senior management, auditors, regulators and external advisers
- Experience handling multiple Group companies will be preferred
- Exposure to real estate, infrastructure, manufacturing, power, finance, media or a diversified business group will be an advantage.
Technical Knowledge
- Companies Act, 2013 and applicable rules
- SEBI LODR, PIT and Takeover Regulations
- Secretarial Standards and Depositories Act
- Corporate-governance and related-party transaction requirements
- MCA and stock-exchange filing systems
- Structured Digital Database and insider-trading compliance tools
- MS Office, compliance-management systems and e-filing portals
Required Competencies
- High integrity, confidentiality and ethical standards
- Excellent drafting and communication skills
- Strong attention to detail and accuracy
- Ability to work independently and manage multiple priorities
- Strong stakeholder-management and coordination skills
- Proactive, solution-oriented and deadline-driven approach
Candidates without listed-company experience may not be considered for this position.
How to Apply
Interested candidates may share their updated résumé mentioning “Application for Company Secretary – Listed Company Compliance” in the subject line.
Email: [email protected]
WhatsApp: +91 98756 30073
Pay: ₹70,000.00 - ₹100,000.00 per month
Work Location: In person