Head - Legal & Secretarial (Sachin)

Job Description:

Position:          Head – Legal & Secretarial

Location:         Sachin near by Surat

Experience:     10-20 Years

Industries:       Chemical

Responsibilities:

Secretarial

• Filing, registering document including forms, returns and applications with RoC, Stamp Authority, Depository (NSDL), RTA, RBI for the company;
• Listed company compliances- stock exchanges compliances with respect to the securities laws and SEBI Act.
• Meetings- preparation and circulation for board, committees’ & shareholders’ meetings’ papers viz. notice, agenda, draft resolutions for approval, taking consents etc.. taking minutes of meetings and circulation;
• Conducting Board & Committee meetings;
• Conducting Shareholders Meetings and Getting Postal Ballots conducted (Shareholders)
• Secretarial records- preparation-maintenance of statutory books/registers viz. Minutes books, charges, members’, related party transactions, KMP’s, investments registers etc.;
• Preparation of Annual Reports- draft Annual Report, Directors’ report, Management Discussion Report, BRR etc.; Checking/advising on Sustainability Report
• Securities Issue, allotment activities- offer letter, allotment, transfer & transmission, de-mat & re-mat of shares, registering company as an issuer with the Depository, taking ISIN of securities, intimation of corporate action to Depository, payment of stamp duty on securities;
• Handling matters with RTA & Depository for conduct of the AGM/EGM and Corporate Actions for Dividend, Issue of Shares, ESOPs
• FEMA compliance in relation to FDI;
• Communication & coordination with stock exchanges, Depository, R&TA, RBI, Stamp department, RoC, consultants in compliances related to corporate and securities laws, communication with banks’ lawyers for borrowings documentation, charges etc., verification of borrowing documentation, and query resolution with respect to the Companies Act and Rules thereunder and SEBI Regulations or other corporate laws.

Insider Trading Compliances

• Handling the matters under SEBI Insider Trading Regulations and SEBI SAST Regulations including SDD compliances

Legal

• Trademarks Registration: trademarks search and preparation/review of trademarks application, documents, replies, appropriate documents for registration establishing usage in respect of registration

• Research and advising-

1. legal research and advising with respect to applicability of domestic laws securities, corporate or other applicable laws and international laws;
2. analysis and writing on legal issues in any legal matter, correspondence with banks and other statutory/non- statutory bodies for such matters;
3. communication and coordination with the lawyers for any legal advice required;
4. IPR searching.

Legal Disputes-Litigations

• Litigation Support-

1. Liaising with litigators to provide back end support for preparation of plaint/written statement/arguments/cross examination,
2. Vetting of the drafts of POA, plaints, written statements, counter claims etc. provided by Lawyer/litigator
3. Maintaining database of the matters under litigation,
4. Attending court hearing,
5. Identifying information & evidences for supporting the matter,
6. Preparing & service of legal notices under Section 138 of Negotiable Instruments Act, and other legal notices.

Contract Management & drafting of documents

• Agreements - Handling complete life cycle of the contracts including drafting, reviewing, vetting, finalization, negotiations and execution of the agreements and communication with the stakeholders to understand their needs and maintaining the record of contracts viz.- NDAs, sale and purchase of products & services agreements, non-solicitation, POAs, bank guarantee, advance guarantee, directors’ agreement, officer in de-fault agreement, agency agreements, tender documents etc.
• Developing standard templates like sale-purchase T&Cs, civil construction contract, employment bond, employment contracts, etc.;

• Policies and Code of Conducts drafting and advising/revising and other legal documents viz.

1. code of conduct for the directors and senior management personnel, Independent Directors,
2. CSR Policy,
3. nomination & remuneration committee policy,
4. Risk Management Policy,
5. Materiality and Material Events Policies,
6. Dividend Distribution Policy,
7. Familiarization Program for directors,
8. Archival Policy
9. anti-harassment, discrimination, sexual harassment redressal policies,
10. ethical business and sustainable business policies, prevention of money laundering, bribes-kickbacks ban policies, Vigil Policy,
11. Rules & By-laws for Association of Persons,
12. Suppliers’ Code of Conduct,
13. AoA of the Company etc.

Mergers & Acquisitions Private Equity

• Handling of due diligence exercise for PE investment in company as legal team;
• Handling M&A deals as part of the team with legal and transactional aspects;
• Review-handling documents like SSHAs, SPAs and term-sheets in PE transactions, M&A definitive agreements, IPO related agreements viz. Ad Agency, RTA, Issue, Underwriting Agreements, Letters of Indemnities.

Corporate Social Responsibility

• Visiting the CSR Projects & Implementing Agency
• Identifying projects
• Screening of the CSR project proposal, funds requirement,
• CSR compliance report, impact analysis report etc.

Required Skills

• Must be excellent in written and spoken English; net savvy and adept at computer skills.
• Organizing.
• Good in communication.

Required Qualification: - CS

Salary :- Upto 25 LPA

If you are interested for this opening please send updated resume on same mail with following details.

Total No. of Years Experience :-

Current CTC :-

Expected CTC :-

Notice Period :-