Governance Beyond Compliance
Amit K Vyas
Company Secretary & Head Legal
NOCIL Limited
Governance Beyond Compliance
Amit K Vyas
Company Secretary & Head Legal
NOCIL Limited
Over the past 15 years, the corporate governance and legal landscape have undergone a profound transformation. Company secretaries and legal heads are no longer just compliance officers or statutory custodians—they have emerged as strategic leaders, governance architects, and catalysts for risk resilience and sustainable value creation. Amit K Vyas, Company Secretary & Head Legal at NOCIL Limited, exemplifies this shift. At the macro level, he has guided NOCIL through complex regulatory frameworks, global compliance challenges, digital governance initiatives, and ESG-aligned sustainability strategies. Under his leadership, the legal function has become a strategic enabler of investor confidence, corporate integrity, and long-term growth, influencing decisions that shape the company’s trajectory nationally and internationally. At the micro level, Amit serves as a trusted advisor to the board and individual directors, guiding succession planning, ethical decisionmaking, operational governance, and risk management. His meticulous approach ensures compliance, corporate ethics, and regulatory frameworks are embedded into daily business operations, aligning governance with corporate strategy. What sets Amit apart is his ability to translate complex legal landscapes into actionable strategies and measurable outcomes. From digitising board processes and driving ESGcompliant CSR initiatives to strengthening risk management frameworks, he ensures governance drives strategic decisions, operational excellence, and sustainable impact. As he emphasises, “Let’s build boards where governance isn’t silent—but vigilant.” How? Let us know here.
How did your career shape your role as NOCIL’s Company Secretary and Head of Legal?
Since my college days at Delhi University, where I earned a first-class LL.B., I aspired to merge the strategic foresight of a company secretary with the precision of a corporate lawyer. Becoming a Fellow Member of the Institute of Company Secretaries of India (FCS) allowed me to build a 30-year career across diverse sectors— manufacturing, speciality chemicals, FMCG, heavy engineering, and investment banking— spanning promoter-driven companies, PSUs, MNCs, and professionally managed enterprises. Starting in 1992 as a management trainee, I consciously integrated legal and secretarial functions to deliver tangible board-level value, rather than limiting myself to compliance. The journey was challenging—navigating hostile work environments, professional resistance, and the perception of CS and legal roles as secondary—but persistence, continuous learning, and integrity guided my path. Since April 2019, I have led the legal and company secretary functions at NOCIL Ltd, India’s largest rubber chemical manufacturer, overseeing governance, statutory compliance, litigation, contracts, ESG and CSR initiatives, risk management, and investor relations. As chief legal advisor to the CEO and Board, I ensure law, governance, and strategy converge to drive sustainable business impact. Awards like the Forttuna Global Excellence Award 2025 and Legal Era’s Legal Team of the Year 2023–24 highlight the success of this integrated approach.
Which practical step can leadership take now to strengthen corporate governance?
Leadership should implement a proactive risk management policy, executed by a standing risk and compliance committee with direct board access, signalling that governance is strategic, not a checkbox. The committee monitors emerging legal, regulatory, and reputational risks, especially in ESG, data privacy, AI, and cybersecurity. Regular reporting from the General Counsel and Chief Compliance Officer ensures accountability and transparency, while independent directors play a proactive role. Cross-functional integration with legal, compliance, audit, and risk teams breaks silos, enabling faster responses to crises, minimising exposure, and embedding governance and risk oversight into the organisation’s core strategy and decision-making.
What key legal/compliance initiatives are you driving, and to what end?
I lead NOCIL’s key legal and compliance initiatives, focusing on digitalisation, governance, and risk resilience. This includes creating a centralised digital repository of legal records, implementing Digital Data Privacy Laws, advancing ESG and sustainability standards through training, CSR compliance, and project monitoring, and overseeing ISO-certified investor servicing, including the SAKSHAM NIVESHAK campaign to resolve pending IEPF cases. I am also transforming risk management from a compliance-only function into a strategic value driver, integrating geopolitical, cybersecurity, AI, supply chain, and third-party risks using cloudbased GRC tools, predictive analytics, and digital solutions to enhance operational resilience and board oversight. Throughout my career, I have tackled complex legal and governance challenges. At SBI Caps, I managed high-profile securities litigations; at Maharashtra Hybrid Seeds Corporation, I resolved over 800 cases in a year; and at Procter & Gamble (Gillette India), I invoked promissory estoppel, blocked disparaging competitor ads, and defended directors against false criminal cases. My approach blends legal rigour, proactive risk management, and stakeholder engagement to ensure ethical, resilient, and compliant governance.
My principle is simple - “Inspire, motivate, empower, and recognise, never be a fault-finder”
How do you guide and promote aspiring leaders in legal and compliance roles?
My principle is simple: “Inspire, motivate, empower, and recognise—never be a faultfinder.” With 30 years in legal, compliance, governance, and corporate secretarial roles, I mentor my team to aim high while staying grounded. I share my experiences—successes, failures, and lessons from navigating complex personalities—to foster independence and selfevaluation. They have access to top training programmes, legal portals, and digital tools, supported by internal study circles and regular guidance sessions. I prioritise work-life balance and trust while instilling the ICSI motto: “Speak the truth, abide by the law.” A small, passionate team can achieve extraordinary outcomes.
