Named Company Secretary.
Not a pool, not a junior. A specific qualified CS owns your account, signs your forms, and attends your board meetings when required.
ROC filings, board support, ESOP schemes, cap-table management, FEMA, M&A due diligence and IPO prep — delivered by a named Company Secretary on monthly retainer. Fixed scope, fixed price, zero drama.
A Company Secretary function is the connective tissue of a well-run business. Annual filings, board meetings, cap table hygiene, ESOP administration, FEMA for cross-border transactions, due diligence during fundraises — the work is often invisible, and the cost of getting it wrong is severe penalties, blocked remittances, failed DD, or a cap table that no investor will touch.
Most Indian startups and SMEs skip hiring a Company Secretary until they absolutely have to — typically when they cross the ₹10 crore paid-up capital threshold, when they do a Series B fundraise, or when an investor asks for a cap table and nobody can produce one that reconciles. By then, cleanup is four to six times what prevention would have cost.
Cosmoura runs the Company Secretary function as a monthly retainer. A named CS owns your account, attends your board meetings when required, maintains your statutory registers, files your ROC forms before due date, and keeps your cap table defensible. Our sister concern Decipher Consultancy Services builds the automation that handles the repetitive filings; the CS spends their time on the judgment calls — ESOP design, DD responses, FEMA structuring, pre-IPO planning.
You get a full-stack secretarial function at 10–20% of the cost of an in-house CS, with coverage during leave, bench depth for busy season, and the kind of calendar discipline that makes an auditor smile.
Trigger moment: If you are 6 months from a Series A, 12 months from an IPO, or any time an investor has asked for your "cap table and ESOP scheme" — now is the right time to call us.
What we handle
Most clients start with annual ROC filings plus board support. ESOP, cap-table and FEMA layer in as the company grows.
Most popular
AOC-4 (financials), MGT-7 (annual return), DIR-3 KYC, DPT-3 (deposit return), MSME returns, auditor appointment forms. Full annual filing cycle on calendar, filed before due date, zero late fees.
Equity
ESOP scheme drafting (SAR, RSU, or classical options), shareholder approvals, grant letters, exercise windows, vesting trackers. Section 62(1)(b) compliance. Taxation briefing for grantees.
Ongoing
Multi-round cap table with waterfall analysis. Pre- / post-money dilution modelling, convertible instrument tracking (SAFE, CCPS, CCDs), round close coordination, investor rights tracker. Lives on your platform (Carta, Qapita) or ours.
Board
Agenda circulation, board pack preparation, minutes drafting, resolution circulation. Related-party transaction disclosures. Pre-board calls to brief independent directors. Post-board compliance filings.
Transaction
Buy-side or sell-side DD support. Document review, red-flag reports, representations and warranties coordination, closing checklist, integration planning. Works alongside your legal counsel and investment banker.
Incorporation
New company incorporation (Pvt Ltd, LLP, OPC). Name change, registered office change, directors added or removed, authorised capital increase, share transfer. Everything that touches the MCA.
Regulated
FC-GPR filing for foreign investment, FC-TRS for share transfers, APR (Annual Performance Report) for ODI, LRS tracking for founders, DTAA treaty analysis. Reserve Bank filings and compounding where needed.
Listed-ready
Pre-IPO conversion to public limited, SEBI ICDR regulations prep, listing agreement compliance, LODR filings, insider trading code, structured digital database. For companies 12–24 months from IPO.
How we onboard
Most new clients come to us mid-mess — missed filings, stale registers, cap tables that do not reconcile. Clean-up is a one-time cost; everything else is monthly cadence.
Week 1
We review your statutory registers, MGT-7 and AOC-4 history, cap table, ESOP scheme (if any), and MCA master data. Written gap report with everything that needs cleaning up before we take over.
Week 2–3
Missed filings regularised. Statutory registers brought current. Cap table reconciled against share certificates. Minutes books digitised. Everything that should have been done, done.
Week 3
12-month filing calendar handed over. Board meeting rhythm agreed. Related-party transaction tracker set up. Named Company Secretary assigned. Dedicated channel with your team opened.
Ongoing
Monthly: board support + cap table updates + any ad-hoc filings. Quarterly: review call. Annually: full ROC filing cycle + DPT-3 + MSME + DIR-3 KYC + auditor reappointment. Everything on calendar.
How we compare
| In-house CS | Traditional CS firm | Cosmoura retainer | |
|---|---|---|---|
| Named Company Secretary | ₹12–18L/yr full-time hire | Partner on paper only | Named CS, direct contact |
| Annual filings | In-house CS files | Filed on time (mostly) | Filed before due date, every year |
| Cap table + ESOP | Finance team handles | Charged separately | Included in retainer |
| Board meeting support | CS runs board | Minutes only | Agenda, pack, minutes, filings |
| FDI / FEMA / ODI | Legal team adds | Specialist referral | In-house, included |
| Cost (full secretarial) | ₹12–18L/yr | ₹3–8L/yr + hourly | ₹30k–3L/yr fixed |
| IPO prep | Hire merchant banker | Specialist referral | Pre-IPO prep included from Enterprise |
Why Cosmoura
Not a pool, not a junior. A specific qualified CS owns your account, signs your forms, and attends your board meetings when required.
Every filing on calendar before the year starts. You never get a last-minute WhatsApp asking for a document that was always due today.
ROC, cap table, ESOP, board, FEMA, IPO prep — all under one retainer. You stop juggling specialists at ten different billing rates.
What's included
Industry packs
ROC + CSR + related-party + factory committee
Trust / society / Section 8 + 12A/80G renewals
Multi-entity ROC + doctor ESOP + health-tech M&A
NBFC CS + cap table + capital raise + auditor rotation
Startup ESOP + seed-Series A cap table + ROC
ESOP + Delaware flip + international DD + ROC
FAQ
All three, plus One Person Company (OPC) and Public Limited (both unlisted and listed). Statutory requirements differ significantly — our packs are structured by entity type.
Yes. We can either migrate you fully to our tracking (included in retainer) or continue to work alongside your Carta / Qapita subscription. For portfolio companies, VCs often prefer continuity on the existing platform.
For most Indian startups, classical options under Section 62(1)(b) remain the default. RSUs and SARs make sense for later-stage companies with liquidity visibility. We model all three during the design conversation.
The Companies Act requires a full-time Company Secretary once paid-up capital crosses ₹10 crore. We can either place a named CS on your payroll (recruitment included) or restructure the entity to defer the requirement. We walk you through both options.
Yes. We handle LRS tracking, Form ODI for overseas direct investment, Delaware flip structuring, FC-GPR for inbound investment, and APR annual reporting. Treaty analysis under DTAA included.
Yes. We prepare the sell-side DD pack, coordinate with the buyer's CS / legal team, prepare the closing checklist and handle post-close MCA filings. For buy-side, we do the reverse — DD review, red-flag report, integration.
If IPO is 24+ months out, yes. We do a readiness audit covering governance, cap table clean-up, insider trading code, auditor rotation, promoter definition and SEBI ICDR regulations. Early prep makes the actual IPO window workable.
Yes — for companies with CSR applicability. CSR-2 annual filing, committee minutes, implementation partner coordination and spending reconciliation. Included in Growth tier and above.
Ready for a clean secretarial function?
Free 30-minute secretarial audit. We review your statutory registers, filing history and cap table, and show you exactly where the gaps are.