: Company Secretary (CS) – Legal Drafting & Corporate Compliance

Company: Udit Group of Companies Limited (UGCL)

Location: Bansal One, Bhopal, Madhya Pradesh

Job Type: Full-time | On-site

Department: Legal, Secretarial & Corporate Compliance

Experience: 6 years of relevant experience preferred

Qualification: Qualified Company Secretary (CS) mandatory; LLB preferred

About UGCL

Udit Group of Companies Limited (UGCL), formerly Udit Infraworld Pvt. Ltd., is a growing infrastructure and construction group with business interests in highway construction, EPC projects, and related business activities.

As the organisation strengthens its corporate functions and expands its professional management team, we are looking to appoint a Company Secretary with strong practical legal drafting, commercial contract management, and corporate compliance capabilities at our corporate headquarters in Bhopal.

The Role

We are looking for a commercially aware Company Secretary who can do considerably more than routine ROC filings, statutory registers, and board documentation.

The primary requirement is strong, hands-on experience in drafting, reviewing, and negotiating commercial agreements, with the ability to identify contractual risks and protect the company's interests.

The ideal candidate will be comfortable working with agreements involving contractors, vendors, consultants, suppliers, equipment-hire agencies, and other business partners. They must be able to understand the commercial implications of contractual language, identify gaps in protection, and ensure that agreements are appropriately structured before they are executed.

This is a practical, execution-oriented role suited to a professional who combines sound company secretarial knowledge with strong legal drafting skills and commercial judgment.

Candidates whose experience is predominantly limited to routine secretarial compliance, with little or no independent commercial contract drafting experience, may not be suitable for this position.

Key Responsibilities1. Commercial Legal Drafting & Contract Management — Primary Responsibility

- Independently draft, review, revise, and negotiate commercial agreements to protect the company's legal and commercial interests.
- Prepare and review:
- Vendor and supplier agreements.
- Contractor and subcontractor agreements.
- Consultancy and professional services agreements.
- Equipment-hiring and machinery-related agreements.
- Memoranda of Understanding (MOUs).
- Non-Disclosure Agreements (NDAs).
- Employment, appointment, and service agreements.
- Indemnities, undertakings, declarations, and other commercial documents.
- Identify ambiguous, incomplete, or commercially unfavourable clauses and recommend appropriate amendments.
- Ensure agreements clearly define the rights, obligations, liabilities, and remedies available to the company.
- Draft appropriate protective provisions relating to:
- Indemnification and allocation of liability.
- Payment terms, withholding rights, and payment milestones.
- Performance obligations, guarantees, and security deposits.
- Termination rights, breach, and default.
- Liquidated damages, where appropriate and legally supportable.
- Confidentiality and protection of business information.
- Representations, warranties, and undertakings.
- Dispute resolution, jurisdiction, and governing law.
- Delays, non-performance, and contractual remedies.
- Identify missing protections and proactively recommend additional clauses rather than merely reviewing the language provided by the other party.
- Maintain standard agreement formats and a clause library to improve consistency, reduce drafting time, and minimise recurring contractual risks.
- Coordinate with external legal counsel wherever specialised legal advice, litigation support, or formal legal opinions are required.

2. Contractual Risk Assessment & Commercial Protection
- Evaluate agreements from the company's perspective before execution, with particular attention to financial exposure, enforceability, operational obligations, and potential disputes.
- Assess whether the proposed contractual terms adequately protect the company in the event of non-performance, delays, payment disputes, defective work, or contractual breaches.
- Review payment obligations, advance payments, retention provisions, security instruments, performance guarantees,



and termination conditions.
- Flag unfavourable terms, open-ended liabilities, unclear deliverables, one-sided indemnities, and provisions that could expose the company to avoidable financial or legal risk.
- Work with management and relevant departments to understand the commercial arrangement before finalising the agreement.
- Maintain a structured record of executed agreements, key obligations, renewal dates, termination deadlines, and other important contractual milestones.

3. Legal Documentation for Infrastructure & Construction Operations
- Draft and review agreements relating to infrastructure development, highway EPC projects, procurement, subcontracting, consultancy, construction activities, and equipment hiring.
- Understand the practical contractual requirements associated with project execution, vendor management, and construction operations.
- Coordinate with tendering, procurement, accounts, mechanical, HR, and project teams to ensure that contractual documents accurately reflect the underlying commercial arrangement.
- Assist management in reviewing contractual correspondence, notices, claims, and other legal documentation.
- Ensure that agreements and supporting documents are properly executed, organised, and maintained.

4. Company Secretarial & Statutory Compliance
- Manage statutory compliance under the Companies Act, 2013, and other applicable corporate laws and regulations.
- Prepare and coordinate ROC filings, statutory returns, and other prescribed submissions.
- Organise Board Meetings, Annual General Meetings, and other corporate meetings, including notices, agendas, minutes, and resolutions.
- Maintain statutory registers, corporate records, and other mandatory documentation.
- Coordinate with auditors, external consultants, legal advisors, and regulatory authorities on relevant matters.
- Monitor compliance deadlines and establish a reliable system for tracking statutory obligations.
- Support management in maintaining appropriate corporate governance standards and documentation.

5. Internal Legal Processes & Management Support
- Establish standard processes for drafting, reviewing, approving, signing, and storing agreements.
- Create a clear review and approval workflow so that commercial agreements are not executed without appropriate scrutiny.
- Maintain an organised repository of contracts and legal documents, with appropriate version control and access management.
- Advise management on contractual risks and practical options for addressing them, within the scope of the candidate's professional competence.
- Ensure that legal documentation supports the organisation's broader objective of building a structured, professionally managed corporate office.

Essential Qualifications & Experience

Candidates must meet the following requirements:

- Qualified Company Secretary (CS) with valid professional credentials.
- A minimum of 6 years of relevant professional experience is preferred, with substantial hands-on exposure to commercial legal drafting and contract review.
- Demonstrable experience independently preparing or materially revising commercial agreements, rather than merely processing documents prepared by external lawyers.
- Solid command of written English and the ability to produce clear, precise, commercially appropriate contractual language.
- Practical understanding of contractual risk allocation, indemnities, liability, payment protection, termination, and dispute resolution.
- Ability to identify weaknesses in an agreement and propose specific, workable amendments.
- Solid attention to detail and the ability to work independently on legal documentation.
- Ability to communicate contractual risks and recommendations clearly to non-legal business teams.

Preferred qualifications and experience:

- LLB qualification.
- Previous experience in infrastructure, highway construction, EPC, engineering, manufacturing, procurement, or other contract-intensive industries.




- Experience handling agreements with contractors, subcontractors, consultants, vendors, and equipment suppliers.
- Experience establishing standard contract formats, approval processes, and document-control systems.

What We Are Looking For

We are looking for someone who can demonstrate the following qualities:

1. Drafting ability: You can take a commercial arrangement and convert it into a well-structured agreement that clearly defines obligations and protects the company's interests.

2. Commercial judgment: You understand that an agreement is not merely a legal formality. Its clauses can directly affect payments, liabilities, project execution, and the company's financial exposure.

3. Attention to detail: You notice missing clauses, vague obligations, inconsistent payment terms, and contractual provisions that may create problems later.

4. Independent thinking: You do not simply accept the other party's draft. You identify weaknesses, explain their implications, and suggest appropriate revisions.

5. Practical problem-solving: You can balance legal protection with commercial realities and help management arrive at workable contractual solutions.

6. Professional ownership: You take responsibility for the quality and completeness of your work, maintain proper records, and ensure that deadlines and compliance requirements are met.

Candidate Screening Questions

Applicants may be asked to answer the following questions as part of the initial screening process.

- Are you a qualified Company Secretary? Do you also hold an LLB degree?
- How many years of professional experience do you have, and how many of those involve independently drafting or reviewing commercial agreements?
- Which types of agreements have you personally drafted or substantially revised? Please provide specific examples.
- Have you worked with construction, infrastructure, EPC, engineering, manufacturing, or procurement-related contracts? If yes, briefly describe your experience.
- Suppose a vendor's agreement contains an advance-payment clause but provides no meaningful protection if the vendor fails to deliver. What contractual protections would you consider incorporating?
- What is your current location, current compensation, expected compensation, and notice period?

Please provide specific answers based on your actual experience. Generic descriptions of routine secretarial responsibilities will not adequately demonstrate suitability for this position.

Practical Assessment During Selection

Shortlisted candidates will be required to complete a practical legal drafting assessment.

The assessment will involve reviewing a sample commercial agreement or a hypothetical vendor contract and identifying clauses that may expose the company to unnecessary risk.

Candidates may be asked to:

- Identify ambiguous, incomplete, or unfavourable provisions.
- Explain the commercial or legal risk associated with those provisions.
- Suggest specific amendments or replacement wording.
- Identify additional clauses that should be included to protect the company.
- Explain how they would address a situation involving advance payment, non-performance, delayed delivery, or contractual default.

The objective is to evaluate the candidate's actual drafting ability, commercial understanding, and practical judgment rather than relying solely on qualifications, years of experience, or interview responses.

Candidates should be able to explain the reasoning behind their proposed amendments. Where an issue requires specialised legal advice, they should recognise the limits of their expertise and know when to seek appropriate counsel.

Compensation & Employment Details

- Position: Company Secretary – Legal Drafting & Corporate Compliance
- Location: Bansal One, Bhopal, Madhya Pradesh
- Employment: Full-time, in office
- Compensation: Negotiable, based on relevant experience, drafting capability, and suitability for the role
- Joining: As per mutual agreement

How to Apply

Interested candidates may apply through Indeed with their updated CV and responses to the screening questions.

Candidates with substantial practical experience in commercial legal drafting and contract management are encouraged to apply.

Pay: ₹30,000.00 - ₹60,000.00 per month

Benefits

- Flexible schedule
- Paid sick time

Work Location: In person

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