Manager-Company Secretary

Job Description

Business / Function

Secretarial, Corporate Governance, and Compliance functions of GMR Hospitality And Retail Limited (GHRL), a wholly owned subsidiary of GMR Hyderabad International Airport Limited (GHIAL).

GHRL has two divisions:

- Novotel
- Hyderabad Duty-Free

Additionally, the role includes Secretarial, Corporate Governance, and Compliance functions for other ALD Companies situated in Rajiv Gandhi International Airport (RGIA):

- GMR Hyderabad Aerotropolis Limited (GHAL)
- GMR Hyderabad Aviation SEZ Limited (GHASL)
- ESR GMR Logistics Park Limited (EGLPPL)
- Laqshya Hyderabad Airport Media Private Limited (LHAMPL)

The role requires supervisory oversight on Secretarial, Corporate Governance, and Compliance functions of these entities.

Department / Sub-Department

Secretarial (Finance & Accounting)

Designation

Manager

Job Responsibility Level

LF

Location

Hyderabad

Date

19.11.2024

Job Purpose

Responsible for carrying out secretarial, corporate governance, and compliance functions as the Company Secretary of GHRL and overseeing secretarial, governance, and compliance functions for GHASL and GHAL (100% subsidiaries of GHIAL).

Additionally, supervisory oversight of EGLPPL (a 30% JV of GHAL) and Laqshya Hyderabad Airport Media Private Limited (a JV of GHIAL) under the guidance of GHIAL's Company Secretary.

Key Responsibilities

Board Meeting Management

- Pre-Board Meeting Tasks:
- Convene Board Meetings, prepare agendas, coordinate logistics, and ensure data readiness.
- Prepare Secretarial Presentations and upload agenda on DESS Digital Board Room Software.
- Advise Directors on Company Law & Strategic Matters.
- Post-Board Meeting Tasks:
- Draft and circulate minutes of meetings.
- Disseminate ATR points and ensure statutory filings with ROC.
- Update Statutory Registers.

Compliance & Corporate Governance

- Conduct AGMs/EGMs, circular resolutions, and event-based filings.
- Ensure compliance with Secretarial Standards (SS-1 & SS-2) as issued by ICSI.
- Maintain Shareholders Agreements, Subscription Agreements, and Convertible Debenture Agreements, advising GMR Management & JV Partner on implementation.
- Liaise with Internal Audit & Due Diligence teams for secretarial matters.
- Coordinate with Statutory & Secretarial Auditors.
- Ensure adherence to Legal Entity Identifier (LEI) Code registration & renewal.
- Manage admission & dematerialization of securities and facilitate share transfers.
- Assist in financing and refinancing projects.

Corporate Compliance & Risk Management

- Lead Annual Board Evaluation Process using DESS Digital Board Room Software.
- Ensure compliance with Companies Act, SEBI Regulations, RBI Compliance, FEMA, and other relevant statutes.
- Support insider trading prevention compliance for GHIAL.
- Advise on JV Agreements documentation for ALD Companies.

Digitization Initiatives

- Lead digitization & record preservation, ensuring updated secretarial records are stored securely.

Financial Dimensions

- GHRL Turnover: 395.52 Crore (as of March 31, 2024)
- GHAL Turnover: 48.70 Crore
- GHASL Turnover: 76.72 Crore

Other Dimensions

- Provide Secretarial, Corporate Governance & Compliance support to 5 companies.
- Secretarial support for JV Agreements documentation when required.
- Direct Report:
- Junior Manager (vacant)
- Company Secretary Trainee (21 months)

Skills & Knowledge

Educational Qualifications

- Membership of the Institute of Company Secretaries of India (ICSI)
- LLB (Preferred)
- Proficient in MS Office

Core Competencies

- Strong knowledge of Companies Act, SEBI Regulations, RBI compliance & Secretarial Standards.
- Effective communication with stakeholders.
- Ability to ensure timely compliance.
- Result-oriented approach.

Key Skills

- Problem-solving & analytical abilities
- Leadership & team management
- Strong interpersonal skills
- Ability to work under pressure
- Adaptability & effective communication

Relevant Experience

- Company Secretary (CS) with a minimum of 8 years of post-qualification experience.

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