Company Secretary - Pharma - LLB

1. Secretarial and Listing requirement (domain)

a. Legal Framework (know How)

- Fundamental understanding of Companies Act and Securities Contract Act and continuous updating of these knowledge to ensure correct legal positioning of the company in all matters

- Ensuring Filing of Forms & Return within prescribed time

- Maintenance of Statutory Registers & Records

- Prior Approval of Board & Shareholders wherever required as per statutes

- Related Party Transaction and their Disclosures

- Creation of Statutory Polices like Insider Trading, Whistle Blower, CSR, Safety of Women Employees (PSHC) Etc

- All Correspondence with SEBI, Stock Exchanges and their compliances

b. Public Listings - Shares Issue related

- All (Pre & Post) Compliances related to issues of shares like Right Issue, Bonus Issue, TSOP

- Understanding of public Issue process procedure & compliance (Including requirement with stock exchanges and SEBI)

- Procedures and Compliance for issue of Debentures and other Public Debt Instruments

c. Meetings

- Drafting of Agenda for all Board Meeting, Shareholders Meeting and Special Meetings

- Taking Minutes of the Meetings and circulating them after obtaining approval of the Chairman

- Holding of Meetings as per the stipulations provided in the Companies Act (relevance of the meeting and time period of the meeting)

- Planning and Conducting of AGM and completing all compliances related to AGM and other special purpose meetings

d. Annual Reports

- Co-ordination for designing of the Annual Report

- Responsible for drafting of Directors Report, Corporate Governance Report, AGM Notice, Management Report and other inclusions in Annual report

e. Corporate Governance

- Assessment of Various Practices of Corporate Governance

- Implementing Best Corporate Governance Practices

- Training of Board on regular basis as per Business Requirements

- Assessment of Board of Directors on Annual Basis

f. Investor Relations

- Presentation for Investors

- Preparation for Q&A during the AGM from Investors

- Updating of Website to ensure proper Investor Information

- Providing Investor Updates

- Ensuring timely response of Investors query

2. Compliances

- Creating compliance calendars under various laws

- Assessing the strength of the compliance heads of each area and arranging requisite training for them

- Regular updating of changes in various acts (Knowledge Management through Mailers and Webinars)

- Periodic Review of compliances through defined SOP's and their escalation methods and present Gaps, if any

- External Auditory interface and coordination

3. Financial Understanding

- Financial understanding of Peers, related companies and other benchmark entities and their comparison and analysis

4. Merger and Acquisitions

- Clarity about industrial landscape

- Analysis & understanding of complementary businesses & competition

- Deep knowledge of business plans

- Ability to conduct due diligence

- Understanding valuation methods

- Ability to Co-ordinate with valuators in valuing business through each method and as per the requirement of Income tax act and companies act.

- In Depth knowledge of option available to acquire the unit

- Building processes for M&A

- Coordinating with various teams for completing the target acquisition and their integration including compliances

- Qualified Company Secretary & Member of the Institute of Company Secretaries of India

- 5 + years of experience with a listed entity as a Company Secretary , independently handling all compliances of a listed entity

- Good social skills for investor interaction

- Analytical capabilities for doing research work

- Ability and experience to organise events- meets, board meetings etc.

- Self-motivated and self-driven candidate to become part of a growing organisation

- Position based out of Faizabad/Lucknow, may involve occasional travel to the corporate office of the company.

- A Degree in law will be an added advantage.