Company Secretarial Lead

JOB ROLE SCOPE

Outlines the count of employees reporting and financial metrics of the role.

Number of Direct Reports

4-5

PURPOSE OF THE ROLE

End to end coordination for Agenda, Minutes, Circular Resolutions, Action Point tracking of the Board Level Committees viz. End to Meetings of Risk Management Committee Meetings of Corporate Social Responsibility Committee &Customer Service Committee

KEY RESPONSIBILITIES & KPIS OF THE ROLE

Responsibilities

Strategy and Planning

Meetings Management of ACB, BCC, CRC, RMC, CSC, Review WD, SCMBF, CSR, ITSC, Board, NRC and SRC; YSIL Board / Committee Meetings - end-to-end co-ordination; Operational Matters: Secretarial Audit, Statutory Audit, Internal Audit, ORM Audit, IT Audit, ISO Certification /Process set up /Self Check Audit, System Audit CISO, RBI / RBS Audit / Inspection, RPT Disclosure half yearly, Fund Raising Activities, Due Diligence Matters, Insider Trading Compliance Activities, Related Party Transactions, LODR Compliances - Quarterly/Annual Financial Results, Corporate Governance Report, Shareholding Pattern, Details of Investors Complaints, Certificate u/r 74(5) SEBI (D&P) Regulations, Reconciliation of Share Capital Audit Report under Regulation 76 of SEBI (D&P) Regulations, 2018, Disclosure under Reg. 30, AGM Related Disclosures, Analyst/Investors meet, All other Exchange Filings, SAST Compliances, Adhoc Requirement from SEBI/Stock Exchanges, RPT Disclosure half yearly, Debt Compliance related matters (Debt), Trustee Compliances/Correspondence, Corporate actions, Regulatory Updates Tracking Compliance & Reporting / Disclosure, Depository Management (CA Form for ESOP and Debt Securities), MCA Filings, MSME, IEPF Related Filing and other associated matters, ESOP Related Matters, Depository Management (CA Form for ESOP and Debt Securities), Dividend Management Reserve Bank of India (RBI)- Application/ Approval for appointment of Chairman/MD/Auditors etc., Data to SSM and RBI Trench I, II and III data, RBI Filings – Half Yearly and Annually, RTA Handling, Shareholders related matters, Updation of Statutory Registers, Quarterly Compliance Certificate, QMS queries, Anonymous and other Board level complaints, Directors Related Items - Directors Disclosures, Directors Training Program, Board Performance Evaluation, Annual Affirmation/Code of Conduct/ Induction of Directors etc., Fit and Proper Declaration, Intimation to IRDA, Compliance under other registrations like DP/IRDA, Compliance under other registrations like DP/IRDA, Director's Management/ Sitting Fees/any other payment/ Travel, Compliance Management System (Implementation & Compliance Framework, Admin User activities, Regular Activities/ Follow-ups), Vendor Invoice/Management, YES MEETS (AMS), FRFC Document Management, ARC Related Matters, Budget, BDTS support including BOARDPAC, BCP, Gallup/Team Management; Process / Checklists - Review & Update, D&O Policy, Policy Review & Update, Fraud Related matters, Management of Weekly Review Meetings, Annual Activity - Corporate Governance Report, Board's Report, Notice for Shareholders meeting/Postal Ballot, Associated Certificates, Confirmations and Affirmations, Entire Annual Report compilation, Overall AGM/EGM Coordination (With Facility & Service Provider)

• Provides guidance and support to business/product/operations teams on their queries pertaining to RBI regulations or other regulators applicable to the unit in consultation with Central Compliance team.
• Liaising/ coordination with Central Compliance team for seeking clarification from RBI and other regulators as applicable.
• Ensure that regulatory guidelines disseminated by the Compliance team is further shared with stakeholders in the unit.
• Ensure that regulatory guidelines are implemented by the unit.
• Ensure that information / data sought by Central Compliance team is submitted in a timely manner.
• Review of the response to regulatory correspondence and ensure timely submission of responses
• Ensure timely closure of pending open issues.
• Verification of evidences to ensure that the open points are closed adequately.
• Ensure regulatory returns of the department are filed within timelines
• Ensure that all policies of the Department are uploaded on the Central Policy Repository of the Bank in the latest version and with relevant approval from Board/Board level sub-Committee/Management level Committee authorized to approve such policies with relevant delegation matrix.
• Ensure timely closure of Key Risk Indicator triggers assigned to the unit. As decided by the ORMC in March 2025, the triggers should now get closed by 15th Calander day of the next month with approvals from all 4 legs of the workflow (Maker and checker legs both in units and ORM). If 15th Calander day falls on a holiday / weekend, the due date would be the immediate next working day. We are in parallel exploring to do away with the last 2 legs of ORM approvals to streamline the process. Continuous KRI breaches / KRI design including threshold to be dealt as per the underlying process in consultation with the ORM team.

Policies, Processes & Procedures

Arranging meetings for the Board of Directors, Management Committee and AGM as well as coordinate to ensure that all resolutions have been implemented and complied with the Company's Articles of Association.

Providing operational support in Handling IPO process, engaging external agencies, Legal Counsels in consultation with senior

To develop the company secretarial team and professional development. To allocate tasks and resources effectively to meet governance objectives and maintain team cohesion and efficiency

Work with risk management teams to embed policies into internal control systems.

Identify gaps or overlaps in processes and recommend improvements.

Coordinate internal audits related to policy compliance and ensure remediation of findings.

People Management

Supervise and mentor the policy and procedures team, setting clear goals and performance expectations.

Allocate resources and tasks effectively to meet deadlines.

Conduct regular performance reviews and provide development opportunities.

Foster collaboration with legal, compliance and operational teams.

OPERATING NETWORK

Key interactions which are essential to execute the role. This will include both internal (excluding sub-ordinates) and external stakeholders.

Internal

Board of Directors, Senior Management, Legal & Compliance Teams, Finance Team

External

Shareholders, Regulatory Authorities, Stock Exchanges, Corporate Governance Bodies, Legal Advisors

ROLE PROFILE REQUIREMENTS

Education

Essential: Member of Institute of Company Secretaries of India with CS qualification

Preferred: LL.B /MBA from a reputed institute

Experience

Essential: 15-18 years post qualification experience in Company Secaretrial Services in Financial Services environment

Preferred: 5-7 years' experience is a reputable bank