Assistant General Manager- Company Secretary

D-Tech Management Resource ( India) Pvt. Ltd.
  • Gurgaon
  • 10-15 lakh
  • 10-16 years
  • Views
  • 17 Feb 2017

  • Finance/ Accounts

  • Iron/ Steel/ Metals/ Mining, Accounting/ Taxation/ Audit
Job Description

Secretarial Functions
Conducting AGM/EGM, Board Meetings as required under Companies Act involving issuance of notices, drafting agenda, recording minutes and preparing reports/corporate governance reports.
Representing the organization before Central Government, Company Law Board, MRTP Commission and managing work related to Registrar of Companies, RBI, SEBI, NSDL/ CDSL Stock Exchanges, Debenture Trustees and Share Transfer Agents etc.
Providing inputs to achieve organisational aims; managing merger, de-merger, divestment, subsidiary & JV initiatives.
Managing procedural formalities pertaining to Financial re-structuring, Change of Name as well as handling submission of application for Registration of Trade Mark/Copy Right/Patent Mark.
Handling incorporation of companies, dematerialization of shares & listing of Shares on Stock Exchanges.

Legal Affairs
Representing the organization for resolution of legal cases under various statutory acts/rules.
Appointing and maintaining sustained contact with legal professionals for initiating and follow-ups on legal procedures; handling civil, Criminal & arbitration cases.
Liaising with senior legal professionals both in India & Overseas for initiating and follow-ups on legal procedures; handling civil, criminal & arbitration cases.
Identifying legal risk associated in each commercial contract and taking appropriate steps to mitigate the risks and also monitoring the Contract Management.
Handling appointment of Contract labour and related jobs.

Legal Documentation
Drafting and vetting of legal documents including Confidentiality Agreement, Shareholders Agreement, Share Purchase Agreement, Non-Compete Agreement, Foreign Collaboration/Technical Know how/Joint Venture Agreement, Agreement for Sale etc.
Handling proper preparation of Lease/Leave & License Agreement, Agreement for Appointment of Distributors, and other commercial agreements/documents as required by Company.

Fund Raising Activities
Managing the Public Issue (IPOs), Rights Issues & Bonus Issue viz. Equity Shares and Preference Shares and handling activities for raising funds for long term short term from financial institutions/Banks/ individual investors by issuing Debentures and opening Fixed Deposits.
Inviting applications, interacting with Merchant Bankers, Stock Exchanges, and ROC and handling post issue activities viz. allotment of shares, rejection of applications, listing/de-listing of securities with BSE/ NSE; preparing DEMAT/ REMAT status reports, reporting to SEBI/Stock Exchanges etc.
Managing declaration and payment of dividend including deduction of tax at source and depositing of Unpaid / Unclaimed dividend to the Central Govt. General Revenue Account.

Statutory Compliances
Ensuring adherence to rules and regulations laid down by Stock Exchanges, SEBI, Depositories Act (NSDL/ CDCL), Companies Act 1956, Securities Contract Regulation Act, FEMA etc.
Overseeing timely filing and assessment of direct/ indirect returns, as per the provisions of statutory and regulatory bodies.
Preparing and filing necessary documents & returns, as required under Companies Act, FERA, SEBI Depositories Act Regulations and Listing requirements.
Interacting with banks & financial institutions for creation of charges/ securities & satisfaction of charges.
Merchant Banking & Foreign Exchange Dealing

Managing public & rights issue of securities involving:
- Drafting Prospectus and filing with SEBI
- Replying to queries of SEBI on Draft Prospectus and obtaining clearance to the same
- Maintaining close liaison with Bankers to Issues, Registrars to Issue and other Intermediaries
- Inviting applications from public
- Liaison with SEBI & Stock Exchanges
- Allotment of Shares
- Ensuring compliance with Pre and Post issue & listing agreement requirements.
Computer Skills:

Key Skills comprise of Financial Management, SAP R/3, MIS Reporting, Accounting & Auditing, both under USGAAP & Indian GAAP, SOX Implementation, Oracle and Costing.

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