Director – Company Secretary

A leading life insurance company is seeking a highly experienced professional for the Director Company Secretary position in Gurgaon (NCR). In this critical role, you will act as the guardian of corporate governance, overseeing Board and Shareholder governance as well as Companies Act compliance. Furthermore, you will manage complex multi-stakeholder dynamics and foreign shareholder coordination within a prominent joint venture. Consequently, this position is vital for maintaining the highest standards of regulatory governance and insurance-sector compliance.

The Director Company Secretary will serve as the Secretary to the Board and all key Committees, including Audit, Risk Management, and Investment. Additionally, you will lead statutory compliance efforts, overseeing all MCA filings and FEMA/FDI requirements for the insurance sector. Therefore, the company is looking for a Fellow of the ICSI with over 15 to 18 years of post-qualification experience in financial services or large JVs. If you possess an uncompromising commitment to ethics and have a proven track record in board-facing roles, this position offers a significant leadership opportunity.

Key Responsibilities

• Serve as Secretary to the Board and all key Committees, including Audit, Risk, and CSR.
• Own the annual Board calendar, charters, induction processes, and Board effectiveness cycles.
• Ensure high-quality agenda setting and minutes preparation in accordance with SS-1 and SS-2.
• Manage director KYC, DIN, D&O coverage, and mandatory “fit and proper” declarations.
• Act as the first line of governance for multi-shareholder coordination and SHA compliance.
• Plan and conduct AGMs and EGMs while maintaining statutory registers and the cap table.
• Lead all MCA filings and oversee event-based compliance for Companies Act and IRDAI.
• Oversee FEMA and FDI compliance specifically related to insurance sector investments.
• Drive Secretarial Audits, Board evaluation reports, and interface with Statutory Auditors.
• Lead major corporate actions including capital raises, rights issues, and share transfers.

Requirements and Qualifications

Education and Experience

• Mandatory: Member of the Institute of Company Secretaries of India (ICSI) in good standing.
• 15 to 18+ years of post-qualification experience in insurance, financial services, or large JVs.
• Preferred: LL.B. or LL.M. with a focus on Corporate or Commercial law.
• Prior experience with multi-shareholder JV governance and foreign shareholder coordination.
• Demonstrated track record of managing Board evaluations and complex SHA obligations.

Technical Skills and Competencies

• Mastery of Companies Act, 2013, Secretarial Standards, and IRDAI governance frameworks.
• Deep understanding of FEMA/FDI regulations specific to the Indian insurance sector.
• High EQ and diplomacy skills for managing reserved matters and conflict de-escalation.
• Proficiency with Board portals, e-sign workflows, and MCA online filing systems.
• Executive presence with the ability to provide crisp advice to the Chairperson and CEO.

What the Company Looks For

• A meticulous professional who ensures zero critical non-compliances in statutory filings.
• A trusted adviser who can translate complex regulatory requirements into practical Board processes.
• An ethical leader committed to building a culture of transparency and governance excellence.

If you are a governance expert ready to drive strategic board affairs for a premier life insurance company, we encourage you to apply for this Director-level position today!