16 Aug
|
PNB Metlife
|
Gurugram
16 Aug
PNB Metlife
Gurugram
Job Description
Key Responsibilities
1) Board & Committee Governance
• Serve as the second in line to the Secretary to the Board and key Committees (e.g., Audit, Risk Management, Nomination & Remuneration, Policyholders Protection, Corporate Social Responsibility, Investment, IT Strategy, Stakeholders Relationship).
• Own the annual Board calendar, charters, induction, and Board effectiveness processes.
• Ensure high-quality agenda setting, circulation, papers, and drafting minutes as per SS 1/SS 2 and internal policies.
• Track and report action items, regulatory directives, and for approvals/resolutions.
• Manage director KYC, DIN, D&O; coverage, fit & proper declarations and performance evaluation cycles.
• Tech Savvy capable of identifying state of art technologies for board management and implementing it.
2) Shareholder & JV Governance
• Be the first line of governance for multi-shareholder coordination, including reserved matters, affirmative voting rights, quorum, pre-emptive rights, transfer restrictions, deadlock resolution, and SHA compliance.
• Plan and hold AGMs/EGMs, handle shareholder communications, and maintain statutory registers & cap table.
• Partner with legal on shareholder disputes risk, amendments to SHA/AoA, and consents/waivers.
• Ensure alignment with PNB (public sector bank) governance expectations, foreign partner governance standards, and information protocols (e.g., clean teams, confidentiality).
3) Statutory & Regulatory Compliance (Core)
• Ensure full compliance with Companies Act, 2013, Rules, Secretarial Standards (SS-1/SS-2).
• Lead all MCA filings (DIR 12, MGT 7/7A, AOC 4, PAS, CHG, SH related filings, etc.) and event-based compliance.
• Oversee FEMA/FDI compliance for insurance (e.g., FC-TRS/FC-GPR where applicable), downstream investment, and NCLT / RD processes as required.
• Manage Insurance Act, 1938 and IRDAI regulations/guidelines compliance impacting governance, including:
o Corporate Governance Guidelines for Insurers
o R
📌 LE - General Manager - Company Secretary (Gurugram)
🏢 PNB Metlife
📍 Gurugram