Resume - Company Secretary And Legal Lead

 
(Keywords : Corporate law expert, Litigation expert)
  
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  Candidate Details
Position Sought :
Company Secretary And Legal Lead
Age :
40 years     Experience : 13.0
Qualification :
Chemistry HonsRPS College Patna, Patna 
LLBVir Kuwar Singh University, Ara 
Associate Company Secretary 
Preferred Location :
Delhi & NCR, Greater Noida, Gurgaon, Noida
Job Category :
Top Management
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Resume

Desirable position
Company Secretary and legal lead

Summary of Skills & Experiences
More than thirteen years experience in the area of company secretarial, legal and compliances of various laws and taxation after qualifying as Company Secretary

From April 2007

Consulting Engineering Services (India) Private Limited (CES) a subsidiary of Jacobs Group Inc., USA one of the worlds largest and most diverse providers of technical professional and construction services corporation which is listed with New York Stock Exchange.

Jacobs started acquisition process of CES in 2008 and acquired majority stake and management control in 2011.

I am leading Secretarial functions of five Companies of Jacobs Group. Out of which Jacobs Engineering India Private Limited and Consulting Engineering Services (India) Private Limited having turnover of INR 8990 million and INR 1560 million respectively in financial year 2014-15 and having employee base of over 3000.

Gist of work profile

Companies Act,2013 Compliance Management

The Companies Act,2013 cast vast responsibility on Board of Directors and Key Managerial Personnel. Good compliance Management provide comfort to Management and save their precious time in avoiding associated risk of non-compliances and stress thereafter to the top management.

I have developed compliance checklist for the group and smoothly done transition from Companies Act,1956 to Companies Act,2013 through better planning.

Some of the achievements are highlighted below:

1. Integration process and management change after acquisition of majority stake by Jacobs
2. Implementation of Jacobs Group Inc. USA policies to the Company including Business Conduct and Ethics (FCPA Compliances), internal operating procedure etc.
3. Shifting of registered office and restructuring.

Briefs of the task executed are given below:

Overall responsibility of secretarial compliances which includes advice to the Board and management related to legal requirement. Planning for compliances well before the Board decision. Advice on way out to carry out management decision if approved by the Board etc.

Actively engaged in takeover of the Company by Jacobs. Taken lead role in legal due diligence and integration process after acquisition.

Advised management to take FIPB approval for holding cum operating company status of the investee company i. e. CES to start acquisition process and implemented demerger plan to carve out non-core business from CES in time bound condition of majority acquisition of CES by Jacobs after completion of demerger.

Played lead role in finalization of Share Purchase and Shareholders Agreement.

Actively engaged in demerger process of CES in which investment made by the Company has been carved out to the newly incorporated Company after approval of Scheme of Arrangement by the Honble High Court of Delhi.

RBI Compliances under Foreign Direct Investment and ODI Investment.

Convening & Conducting Board meetings, AGM, EGM & Committee meetings.

Incorporation of new Company.

Routine register maintenance of group Companies.

Litigation Management

Litigation management is necessary to achieve organization goals. Litigation management helps management to avoid risk and potential of a lawsuit. It helps management to decide and take concreate actions to avoid being sued. Litigation management works stats from the contract writing and risk analysis upfront and risk bearing capacity of the organization as per organization objectives and goals. Understanding meaning of a contract or doing an in-depth study of whether the company's actions were in potential violation of any laws or legal principles is the basis of litigation management.

Authority Management

Authority management is an important function in the organization. It provides management control and clear understanding of the executive to understand their authority. Authority granted by Board and Managing Director are centrally controlled by me.

Contract Agreement Management

All signed contact on behalf of the company has binding effect and its proper approval before execution required proper analysis of risk and mitigation plan and approval as per company policy and after execution safe record keeping of signed contracts. Company has robust regulation for reviewing contract and approval matrix. Original contacts are kept in safe custody in my control.

Subsidiaries Maintenance

Responsible to maintain subsidiaries informations of all subsidiaries of Jacobs Engineering Group Inc. USA in hCue software provided by CT Advantage.

Labour and Establishment Law advice

Advice management on every aspect of labour and establishment act and co-ordinate with outside agency in compliances and filing related to labour law and establishment law.  
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