Appointment / re-appointment of directors
Pursuant to the provisions of section 161 (1) of the
Companies Act 2013 and articles of association
of the Company, Mr. Sandeep Singhal – was
appointed as an additional director, designated
as independent director, by the Board of directors
in its meeting held on 8th October 2013, upto
the conclusion of the ensuing Annual General
Meeting of the Company. The appointment of
Mr. Sandeep Singhal, as an Independent Director
of the Company, is subject to the approval of the
members. The Company has received requisite
notice in writing from a member proposing
Mr. Sandeep Singhal for appointment as an
Independent Director.
Mr. R.K.Bhargava & Mr. D.P.Bagchi, Directors
of the Company, will retire by rotation at the
forthcoming Annual General Meeting and being
eligible, offer themselves for reappointment.
The Board recommends for their re-appointment.
The Company has received declarations from all
independent directors of the Company confirming
that they meet the criteria of independence as
prescribed under section 149(6) of the Companies
Act 2013 and under clause 49 of the Listing
Agreement.
Brief resumes of the directors being appointed/
re-appointed together with other relevant details
form part of the Notice of the ensuing Annual
General Meeting.
Agenda
All the meetings are conducted as per well
designed and structured Agenda. Dates of
Board Meetings are informed well in advance
and communicated to the Directors. All the
agenda Items are backed by necessary supporting
documents and information to enable the Board
to take the informed decision. The Board has
complete access to all information within the
Name
Nature of Directorship
Board
Meeting
attended
Annual General
Meeting
attended
Directorship*
in other
companies
Committee
Chairman-
Ship
Committee
Member-
ship**
Mr Ashok Kajaria
Chairman & Managing Director
(Executive)
8
Yes
3
–
2
Mr Chetan Kajaria
Joint Managing Director (Executive)
8
Yes
2
–
1
Mr Rishi Kajaria
Joint Managing Director (Executive)
7
Yes
3
–
–
Mr R.K. Bhargava
Director (Independent Non-Executive)
8
Yes
4
5
4
Mr R R Bagri
Director (Independent Non-Executive)
8
Yes
3
1
1
Mr D P Bagchi
Director (Independent Non-Executive)
6
Yes
7
1
4
Mr. H. Rathnakara Hegde Director (Independent Non-Executive)
6
Yes
4
1
2
Mr. B.K.Sinha
Director- Technical ( Executive)
1
No
–
–
–
Mr. Sandeep Singhal# Additional Director- (Independent
Non-Executive)
1
NA
1
–
–
* Excluding the directorship held in private limited companies, foreign companies and companies incorporated under section 25 of the
Companies Act 1956
** for this purpose only the membership / chairmanship in Audit Committee, Share Transfer cum Investor Grievances Committee in all Public
Limited Companies has been considered.
The Number of directorships, chairmanships and committee memberships of each director is in compliance with the relevance provisions
of the Companies Act 1956 and Listing Agreement.
# Appointed as an additional director w.e.f 8th Oct. 2013.
Mr. Ashok Kajaria is father of Mr. Chetan Kajaria and Mr. Rishi Kajaria Joint Managing Directors, of the Company.
There is no relationship between any of the Independent Directors.
39
Annual Report 2013-14
