Role Objective
To lead and manage all secretarial, corporate governance, regulatory, and compliance functions of the Company, with a key focus on IPO preparedness, transition from private to public company, and eventual stock exchange listing, ensuring adherence to Companies Act, SEBI regulations, and best-in-class governance standards.
Key Responsibilities
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Corporate & Secretarial Compliance
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Ensure end-to-end compliance under the Companies Act, 2013, rules, and allied laws
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Maintain statutory registers, records, and filings with ROC, MCA, and other authorities
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Draft, review, and file:
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Board resolutions, shareholder resolutions
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Forms such as MGT-7, AOC-4, PAS-3, SH-7, DIR-12, etc.
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Manage compliance for:
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Board Meetings, Committees, and General Meetings
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Preparation of agendas, notes, minutes, and action trackers
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IPO Readiness & Listing Support
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Drive IPO preparedness roadmap, including:
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Conversion from Private Limited to Public Limited Company
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Capital restructuring, share capital reconciliation, and clean-up
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Coordinate with:
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Merchant Bankers, Legal Advisors, Auditors, RTA, Bankers
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Support drafting and verification of:
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DRHP / RHP
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Corporate governance disclosures and legal sections
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Ensure compliance with SEBI (ICDR) Regulations
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Support due diligence exercises and respond to regulator/merchant banker queries
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Corporate Governance & Board Advisory
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Implement and monitor governance framework aligned with:
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SEBI LODR Regulations (IPO-aligned structure)
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Independent directors, committees (Audit, NRC, SRC)
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Support Board evaluations, policies, and charters
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Draft and implement:
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Code of Conduct
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Insider Trading Code
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Whistleblower Policy
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Related Party Transactions policy
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Capital, Shareholding & ESOP Management
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Manage:
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Share allotments, transfers, buybacks, rights issues (if any)
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ESOP / ESPS schemes – grants, vesting, exercise, compliance
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Coordinate with RTA for dematerialisation and shareholder records
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Ensure compliance with FEMA/FDI regulations for foreign shareholders
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Regulatory & Stakeholder Interface
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Act as the primary liaison with:
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ROC, SEBI, Stock Exchanges (pre & post listing readiness)
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Handle inspections, notices, and regulatory correspondence
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Ensure timely responses to regulatory queries and observations
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Risk, Compliance & Process Improvement
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Strengthen compliance calendar and internal controls
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Support internal and statutory audits from secretarial perspective
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Identify governance gaps and proactively close them
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Assist in documentation standardisation and record digitisation
Qualifications & Experience
Mandatory
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Member of Institute of Company Secretaries of India (ICSI)
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2+ years of relevant experience
(Preference for candidates with IPO / listed company exposure)
Preferred
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Experience in:
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IPO / DRHP process
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Public company / listed entity
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Pharma / manufacturing / regulated industries
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Exposure to SEBI, stock exchange, and investor compliance
Key Skills & Competencies
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Strong command over:
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Companies Act, 2013
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SEBI ICDR & LODR Regulations
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High level of integrity, discretion, and attention to detail
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Project management and coordination skills
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Excellent drafting, communication, and stakeholder management skills
