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Item No 08
Dr S S Baijal is an Independent Director of the Company. Dr Baijal is also the Chairman of the Audit Committee, a Member of the
Investment Committee and the Nomination and Remuneration Committee of the Board of Directors (Board).
Name
Dr S S Baijal
Date of birth
September 06, 1929
Brief résumé
Dr S S Baijal is a Director of the Company since June 13, 1984.
Dr Baijal was a Lecturer in Organic Chemistry, Lucknow University. He was a Whole-time
Director and CEO of Atic Industries Ltd, Managing Director of IEL Ltd and Chairman and
CEO of ICI companies in India.
Dr Baijal holds PhD degree in Chemistry from the University of Allahabad.
Directorship in other companies
Public Companies:
BMG Enterprises Ltd
CAE Rossell India Ltd
DCM Shriram Credit & Investments Ltd
DCM Shriram Ltd
Rossell Tea Ltd
Private Companies:
Delhi Guest Houses Pvt Ltd
Membership in committees of other
companies
Chairman of Committees:
DCM Shriram Ltd - Audit Committee
DCM Shriram Ltd - Remuneration Committee
Rossell Tea Ltd - Audit Committee
Member of Committees:
BMG Enterprises Ltd - Remuneration Committee
Rossell Tea Ltd - Remuneration Committee
Number of shares held in the Company 6,000
Dr Baijal is a Director whose period of office is liable to determination by retirement of Directors by rotation under the erstwhile
applicable provisions of the Companies Act, 1956. In terms of Section 149 and other applicable provisions of the Companies
Act, 2013, Dr Baijal being eligible and offering himself for appointment, is proposed to be appointed as an Independent Director
for five consecutive years for a term up to March 31, 2019. A Notice has been received from a Member proposing Dr Baijal as a
candidate for the office of Director of the Company.
In the opinion of the Board, Dr Baijal fulfils the conditions specified in the Companies Act, 2013 and the Rules made thereunder
for his appointment as an Independent Director of the Company and he is independent of the Management. Copy of the draft
letter for appointment of Dr Baijal as an Independent Director setting out the terms and conditions will be available for inspection
without any fee by the Members at the Registered office of the Company during normal business hours on any working day.
Dr Baijal does not hold by himself or together with his relatives two percent or more of the total voting power of the Company.
The Board considers that his continued association will be of immense benefit to the Company. Accordingly, the Board
recommends the Resolution in relation to appointment of Dr Baijal as an Independent Director, for the approval by the Members.
Except Dr Baijal, being an appointee, none of the Directors and Key Managerial Personnel of the Company and their relatives are
concerned or interested, financially or otherwise, in the Resolution set out at Item No 08.
This Explanatory Statement may also be regarded as a disclosure under Clause 49 of the Listing Agreements with the Stock
Exchanges.