Company Secretary

Job Title: Company Secretary

Reports to: General Manager – Finance & Accounts

Softlink Global | Full-Time | Mumbai

About the Role

Softlink Global is currently looking for a qualified and experienced Company Secretary (CS) to own the end-to-end legal, secretarial, and compliance function through a critical phase and beyond. This is not a routine secretarial role. The ideal candidate will be a hands-on specialist who can manage legal due diligence, drive IPO documentation, navigate SEBI regulations, and build a robust corporate governance framework from the ground up. The role demands deep regulatory expertise, strong drafting capabilities, and the ability to coordinate across multiple stakeholders under tight timelines.

Experience: 3–8 years of post-qualification experience, with demonstrated exposure to IPO processes and SEBI compliance. Candidates at both the mid-level (3–5 years) and senior (5–8 years) end will be considered based on depth of IPO and SEBI experience.

Key Responsibilities:

1. Pre-IPO: Legal & Secretarial Due Diligence

• Coordinate with merchant bankers, legal advisors, and auditors to conduct comprehensive legal and secretarial due diligence.
• Ensure all corporate records are clean, complete, and up to date — including MOA, AOA, statutory registers, and past filings with the Ministry of Corporate Affairs (MCA).
• Identify existing non-compliances, pending filings, and litigation issues; own the remediation process end-to-end.

2. Corporate Restructuring

• Manage the legal process of conversion from private limited to public limited company under the Companies Act, 2013.
• Drive board restructuring — identification, appointment, and onboarding of independent directors and reconstitution of board committees as required for a public entity.
• Ensure full compliance with the Companies Act, 2013 throughout the restructuring process.

3. Corporate Governance Setup

• Establish mandatory board committees from scratch: Audit Committee, Nomination & Remuneration Committee (NRC), and Stakeholders Relationship Committee (SRC).
• Draft and implement foundational governance policies, including:

1. Insider Trading Code (as per SEBI PIT Regulations, 2015)
2. Code of Conduct for Board and Senior Management
3. Risk Management Policy

• Build and institutionalise governance processes and documentation standards ahead of listing.

4. IPO Documentation & Drafting

• Lead and coordinate the preparation of IPO documents: Draft Red Herring Prospectus (DRHP), Red Herring Prospectus (RHP), and final Prospectus.
• Verify all disclosures — financial, legal, and risk factors — for accuracy, completeness, and regulatory compliance.
• Ensure full adherence to SEBI ICDR (Issue of Capital and Disclosure Requirements) Regulations throughout the IPO documentation process.
• Coordinate with merchant bankers, legal advisors, auditors, and registrars at every stage of preparation and filing.

5. SEBI & Stock Exchange Coordination

• Act as the primary liaison with SEBI, NSE, BSE throughout the IPO filing and approval process.
• Handle SEBI queries, clarifications, and observations in a timely and accurate manner.
• Ensure all disclosures are true, fair, and adequate as required under SEBI ICDR Regulations and listing norms.

6. Post-Listing Compliance

• Ensure ongoing, timely compliance with SEBI LODR (Listing Obligations and Disclosure Requirements) Regulations.
• Manage all recurring stock exchange filings: quarterly financial results, shareholding patterns, corporate announcements, and other mandated disclosures.
• Maintain a structured compliance calendar and ensure zero lapses — the post-listing period carries high regulatory scrutiny.

7. Insider Trading & Structured Digital Database (SDD)

• Monitor and enforce trading window closures as per the Insider Trading Code.
• Ensure compliance with SEBI PIT (Prohibition of Insider Trading) Regulations at all times.
• Create and maintain the Structured Digital Database (SDD) as mandated under SEBI PIT Regulations.

8. Investor Relations & Stakeholder Management

• Handle investor grievances through the appropriate grievance redressal mechanism.
• Manage communication with shareholders across all corporate actions.
• Act as the nodal officer for investor relations and regulatory correspondence.

9. Risk & Compliance Oversight

• Proactively identify legal and compliance risks — both pre- and post-IPO — and escalate or remediate as appropriate.
• Ensure zero regulatory lapses during the IPO process, where errors can cause material delays or regulatory action.
• Keep senior management and the board informed of evolving compliance obligations across SEBI, MCA, and other statutory authorities.

Candidate Requirements

Qualifications

• Qualified Company Secretary (CS) from ICSI — mandatory.
• A degree in law (LLB) will be an added advantage.

Experience

• 3–8 years of post-qualification experience.
• Demonstrated, hands-on experience with at least one IPO process — as a participant in DRHP preparation, SEBI filing, or listing compliance.
• Prior exposure to SEBI ICDR, SEBI LODR, and SEBI PIT Regulations is essential.

Technical Knowledge

• Deep working knowledge of SEBI ICDR, SEBI LODR, and SEBI PIT Regulations.
• Strong command of the Companies Act, 2013 and related MCA rules.
• Experience with ROC/MCA filings, secretarial documentation, and stock exchange compliance.
• Familiarity with corporate restructuring, conversion to public limited company, and board governance setup.

Skills

• Strong drafting skills — including DRHP-level documentation and regulatory disclosures. Errors in IPO documents carry serious consequences.
• Ability to manage and coordinate multiple external stakeholders simultaneously: SEBI, NSE, BSE, merchant bankers, legal advisors, auditors, and registrars.
• High attention to detail and ability to work under pressure during the IPO window.
• Clear, precise communication — written and verbal.