Company Secretary - Compliance (Bengaluru)

Company Secretary - Compliance (Bengaluru)

30 Oct
|
Goodera
|
Bengaluru

30 Oct

Goodera

Bengaluru

About us: Goodera is the world's leading employee volunteering platform, powering companies to scale employee volunteering experiences globally through our cutting-edge technology platform and unique operating model. With a presence in over 100 countries and support for 30+ languages, we connect over 500 clients - including 60+ Fortune 500 companies with meaningful volunteer opportunities tailored to their communities. To date, our impact has reached over 10 million beneficiaries, powered by 1 million+ employee volunteers and a network of 50,000+ nonprofit partners. Growing at 100% year on year, we are backed by top investors including Zoom Ventures, Elevation Capital, Nexus Venture Partners, Omidyar Network, and Ursula Burns.

We are seeking a qualified Company Secretary to own the corporate secretarial and governance function for the Goodera group, the Indian parent and its overseas entities, as we prepare for a public listing in India. You will work directly with Finance, Tax & Compliance, and Legal leadership, and coordinate with statutory auditors, practicing company secretaries, RTAs, merchant bankers, and US counsel.

Career arc: For the right candidate, this role is a pathway to Compliance Officer of a listed company under SEBI (LODR) Regulations - one of the most accelerated governance mandates available at this experience level.

Own the full Companies Act, 2013 compliance calendar: board meetings, committee meetings, general meetings, resolutions, and filings (AOC-4, MGT-7, DIR-3 KYC, event-based forms) across the Indian entity and any Indian subsidiaries.




Replace manual tracking with an automated compliance calendar covering ROC/MCA, FEMA/RBI, and (in time) SEBI/stock exchange deadlines with defined owners and escalation.

FEMA / RBI & Cross-Border Compliance
Handle inbound investment reporting (FC-GPR, FC-TRS), annual FLA returns, and downstream/ODI compliance for the US subsidiary structure.
Support compounding applications and regularization of past reporting delays with RBI/AD banks.
Manage FEMA aspects of secondary share transfers, buybacks, and ESOP exercises by resident and non-resident holders, including valuation certificate coordination and pricing-guideline compliance.
Coordinate with authorized dealer banks, valuers, and FEMA counsel; maintain a clean audit trail for every cross-border capital transaction.

End-to-end ESOP administration: grant letters, vesting schedules, exercises, cancellations, surrender/lapse tracking, and pool reconciliation against board and shareholder approvals.
Drive full dematerialization of shares and manage the RTA and depository (NSDL/CDSL) relationships - a listing precondition.
run the mechanics of rights issues, bonus issues, and any pre-IPO restructuring of instruments (e.g., Conversion from private to public limited company and consequential charter document changes.




Board and committee re-constitution: independent director onboarding, Audit Committee, Nomination & Remuneration Committee, Stakeholders' Relationship Committee, Risk Management Committee - with compliant charters.
Corporate-approval backbone for the DRHP: authorizations, certifications, and secretarial due-diligence responses to merchant bankers and legal counsel.
Policy suite build-out: related party transactions, materiality of events, code of conduct, whistleblower/vigil mechanism, insider trading code and structured digital database (SDD) under SEBI (PIT) Regulations.
Data room ownership for all secretarial, capital, and governance records.

Overseas Entities - Coordination & Oversight
Support governance of the group's nonprofit foundation in coordination with its US counsel and auditors: board documentation, conflict-of-interest compliance, and policy maintenance.
Ensure Indian-side compliance triggered by overseas entities (ODI reporting, APR filings, board approvals for guarantees/funding).

Member of the Institute of Company Secretaries of India (ICSI).
Experience: 4-6 years of post-qualification core secretarial experience. Execution quality: LL.B. or equivalent legal training.
Hands-on IPO or pre-IPO readiness experience (even as part of a team).
Experience with demat/RTA processes, ESOP administration at scale, or cross-border group structures.
Comfort with compliance tooling and automation (entity management software, compliance calendars, cap table platforms).

📌 Company Secretary - Compliance (Bengaluru)
🏢 Goodera
📍 Bengaluru

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