Company Secretary

Role Overview:

The Manager – Company Secretary will lead and oversee statutory compliance, governance frameworks, and corporate secretarial activities for the organization and its subsidiaries. This role requires strong expertise in Companies Act compliances, end-to-end board and shareholder management, regulatory monitoring, and execution of key corporate actions. The incumbent will play a pivotal role in ensuring best-in-class governance standards, managing investor-related processes, supporting ESG/BRSR initiatives, coordinating with internal and external stakeholders, and driving process improvements and automation within the secretarial function.

Key Responsibilities :

1. Regulatory Compliances & Governance

• Ensure full compliance with the Companies Act, 2013 for the parent entity and subsidiaries.
• Manage and update statutory records, registers, disclosures, and filings.
• Oversee timely website updates for statutory information and governance-related disclosures.
• Manage investor relations and shareholder services, ensuring seamless communication and timely responses.
• Liaise with the Registrar & Transfer Agent for shareholder queries, grievances, and compliance requirements.
• Support ESG and BRSR reporting through data collation, governance inputs, and cross-functional coordination.
• Monitor compliance thresholds and triggers under the Companies Act and other applicable laws.
• Track regulatory developments, analyze implications, and implement necessary actions.
• Review and update corporate policies on a periodic basis.
• Handle dematerialization of shares for subsidiaries and ensure smooth coordination with depositories.
• Manage Secretarial Audits for all Nykaa Entities, ensuring readiness and timely closure of audit points.

2. Meetings Management

• Provide end-to-end support for Board and Committee meetings, including scheduling, agenda preparation, logistics, and post-meeting actions.
• Manage coordination for Board meetings and governance processes for all Nykaa subsidiaries
• Coordinate with external consultants for Global and International UK compliance requirements.
• Manage shareholders’ meetings and postal ballots and its subsidiaries, including notices, scrutinizer coordination, filings, and disclosures.

3. Process Improvements & Automation

• Drive upgrades to the Investor Relations section of the company website for enhanced transparency and user experience.
• Implement and improve the BoardPac (or similar) meeting application for efficient Board management.
• Streamline Board processes including sitting fees processing, tracking ATRs (Action Taken Reports), and other governance workflows.
• Lead automation initiatives within the secretarial function to improve accuracy, efficiency, and compliance monitoring.

4. Corporate Actions

• Support corporate actions such as mergers, demergers, restructurings, fundraises, acquisitions, and other strategic initiatives.
• Manage due-diligence documentation, approvals, filings, and end-to-end compliance for corporate actions.

5. Annual Report & Other Functions

• Manage the preparation, review, and finalization of the Annual Report for Nykaa and all subsidiaries.
• Coordinate with internal stakeholders to ensure timely inputs and accurate disclosures.
• Implement and manage Legatrix or similar compliance tools for monitoring and reporting.
• Coordinate with external consultants such as Amicorp or equivalent partners in GCC regions for governance, compliance, and entity-level requirements.
• Provide cross-functional support to internal teams for governance-related documentation, approvals, and compliance queries.

Knowledge and Skill / Qualification Requirements:

• CS professional certification with 8+ years of relevant experience (preferably in a listed company).
• Thorough understanding of Companies Act, SEBI regulations, FEMA, and related corporate governance frameworks.
• Experience managing Board and shareholder processes across multiple subsidiaries.
• Strong stakeholder management with ability to work with leadership, cross-functional teams, and external advisors.
• Hands-on experience with compliance tools (e.g., Legatrix) and Board meeting applications.
• Excellent communication, drafting, analytical, and project management skills.