Manager

A.   Secretarial   1.   Board & Committee Meetings   ·        Assisting in Preparation of Notices and Agenda along with the explanatory notes for the Board and Committee meetings. ·        Assisting in Convening and conducting the Board and Committee meetings. ·        Assisting in providing regulatory updates to the Board and Committees. ·        Assisting in Preparation of minutes of the meeting. ·        Assisting in Preparation of Action Taken Report based on the directions of the Board & Committees and dissemination of the same to the concerned depts. ·        Assisting the Head CS in ensuring implementation of the directions of Board and Committee through Action Taken Report   2.   Audit Committee   ·     Assisting the Head CS in Implementation of the directions of the Audit Committee ·     Providing the Head CS with all necessary information to support the committee   3.   Nomination & Remuneration Committee (NRC)   ·        Assisting the Head CS in providing all the necessary information to the Committee for: Ø Evaluation of the Board, Committees & Individual Directors Ø Finalisation of remuneration of the Directors and the SMPs Ø Appointment of Directors and SMPs   ·        Preparation of all the necessary documents for Administration and implementation of Employee Stock Option Scheme and grant of ESOPs.   4.   Corporate Social Responsibility Committee (CSR) ·        Site visit for identification of CSR projects to be undertaken in accordance with the CSR Policy of the Company. ·        Assisting the Finalisation of Annual Action Plan and allocation of funds ·        Assisting in implementation and evaluation of the approved projects ·        Collating and presenting the impact assessment of the finalized projects to the Head CS   5.   Stakeholders Relationship Committee (SRC)   ·          Assisting the Head CS in providing all the necessary information to the Committee for:   Ø Review of measures undertaken for resolution of shareholders’ grievances. Ø Review of measures for reduction of quantum of unclaimed dividend. Ø Review of details regarding audit of the RTA   6.   Risk Management Committee (RMC)   ·        Assisting the Head CS in providing all the necessary information to the Risk Management Committee for:   Ø Finalisation of the Risk Management Framework for the Company. Ø Identification of the material internal and external risks associated with the Company. Ø Review of the risk mitigation measures prevalent in the Company and suggestion of additional measures. Ø Review of Risk Registers and Reports provided by the Risk Management Consultant.   ·        To assist the Head CS to conduct internal risk meetings   7.    Independent Directors Meeting (ID)   ·        To prepare the necessary information and document to assist the independent directors in evaluation of performance of Chairman/MD. ·        To prepare all the documents for conducting awareness programs for ID’s   8.   General Meetings & Postal Ballot   ·        To assist in preparation of Notices and Agenda along with the explanatory statements. ·        To assist in preparation of Annual Report ·        To assist in convening and conducting general meeting ·        To assist in preparation of minutes of the meeting. ·        To prepare the documents to be filed with the Stock Exchange ·        To coordinate with the stakeholders for timely dissemination of the notice and the annual reports to the shareholders. ·        To prepare all the necessary data and complete all the filings specified under the Companies Act, 2013 and SEBI Regulations regarding general meetings   9.   Fund raising through equity   ·        Preparation of all the necessary documents and strategy for fund raising through various modes like preferential issue, rights issue, further public issue etc. ·        Liasoning with the external counsel and other stakeholders for implementation of the fund raising ·        All the compliances as per SEBI (ICDR) Regulations, SEBI (LODR) Regulations & Companies Act 2013 and other applicable provisions   10. Regulatory Compliances under the Companies Act, 2013 & SEBI Regulations   ·        Responsible for filing of all the Quarterly, half yearly, annual and event-based filings with the stock exchanges. ·        Responsible for maintaining statutory registers and other documents. ·        Responsible for filing all the disclosures including disclosures under Regulation 30 to stock exchanges and forms with MCA. ·        To assist the Head CS and coordinate with the IT department for handling Investors Section of the Website of the Company.   11. Compliance Management System   ·        To assist the Head CS in designing a Compliance Management System and ensuring its implementation by deliberating with the various depts in the Company   12. Shareholders Correspondence   ·        Handle all the shareholders requests regarding share transfer, allotment, transmission, duplicate share certificates and other requests and update the head CS on the status of the same. ·        Ensure timely compliances related to IEPF :   Ø Filing of IEPF-2 for unclaimed dividend Ø Liasoning with the Banks, RTA for reconciliation for filing form IEPF-4 ·        Handle the redressal of shareholder’s grievances received on SCORES, ODR, Stock Exchanges and other platforms.   13.  Assist in Secretarial Audit and provide timely and adequate information and documents to the Secretarial Auditor.     14.  Subsidiaries   ·        Responsible for preparation of all the documents for incorporation of subsidiaries in India as well as abroad. ·        Responsible for preparation of all the necessary information and documents for ensuring the entire ZIM group compliances (Holding as well as Subsidiaries). ·        Assist the Head CS in drafting and finalization of the Master Agreement of Holding and Subsidiary Companies.   ·         Domestic Subsidiaries   Ø Responsible for timely compliances related to subsidiaries with respect to the Companies Act, 2013 and other applicable laws. Ø Assist the Head CS in convening and conducting Board Meetings and General Meetings and preparing minutes. Ø Responsible for maintaining the statutory documents and registers Ø Responsible for Filing of forms with the requisite authorities   ·           Foreign Subsidiaries   Ø Assist the Head CS in liasoning with the local consultants for ensuring compliance with the local laws Ø Assist the Head CS in Convening and conducting Board Meetings and General Meetings and preparing minutes. Ø Appointment of Directors, Managers and Secretary Ø Assist the Head CS in liasoning with the bankers for opening of bank account Ø Responsible for compliances related to transfer of capital, issuance of shares, filing of requisite forms etc. Ø Assisting the CS on ensuring Compliances of the Representative office   15.  Responsible for preparation of Governance data for the ESG Report   16. Miscellaneous   ·        Assistance in conducting the Statutory Audit, Internal Audit and Cost Audit of the Company ·        Drafting / Review of the applicable policies as per the Companies Act, 2013 and SEBI Regulations.   B.   Others   1.   Capex and Revenue Budget monitoring as per the Board approvals 2.   Assist the Head CS in drafting, vetting and finalization of the Bank Documentation in consultation with the bank legal departments.