Pallavi Shroff not to seek renewal of term as director on Asian Paints board
In a stock exchange disclosure, Asian Paints Saturday said Shroff has informed the board of directors she will not be able to continue for a second term of appointment as an independent director of the company on account of several new projects her firm has undertaken, projects that demand greater professional and time commitments.
Mumbai: , the managing partner of Shardul Amarchand Mangaldas & Co, has announced she would not seek a second term as an of amid ongoing e-voting by shareholders for her appointment. InGovern Research has cited a conflict of interest to recommend stockholders they vote against her return.
In a stock exchange disclosure, Saturday said Shroff has informed the board of directors she will not be able to continue for a second term of appointment as an independent director of the company on account of several new projects her firm has undertaken, projects that demand greater professional and time commitments.
The company's board approved Shroff's re-appointment as an independent director on January 17, 2024. She was to hold office for a second term of two years, commencing April 1, 2024, subject to approval by the company's shareholders through a postal ballot. E-voting for the postal ballot, which commenced on February 28, was scheduled to conclude on March 28.
An email query sent to Pallavi Shroff did not elicit any response.
Proxy advisory firm InGovern Research said that Asian Paints is taking professional services from Shroff's firm, and the company has not disclosed it in its explanatory notes of the notice seeking her re-appointment as an independent director.
"As a best practice, we recommend there not be any pecuniary relationship between an independent director and the company, which could result in a possibility for conflict of interest," said a note by InGovern.
The other reason cited by the proxy firm is the failure in her fiduciary duty of protecting the investors of One97 Communications, the listed parent of , from regulatory non-compliance, which resulted in significant wealth erosion for stockholders.
Shroff serves as an independent director on the board of One97 Communications wherein she is also a member of its audit and risk management committee. On January 31, the Reserve Bank of India (RBI) issued a directive restricting Paytm Payments Bank from accepting new deposits and credit transactions after March 15, 2024.
Following her announcement, the company has decided to withdraw the notice of postal ballot dated January 17, 2024. Accordingly, the process of voting through electronic means seeking the consent of the shareholders for her re-appointment stands cancelled.
The company's board approved Shroff's re-appointment as an independent director on January 17, 2024. She was to hold office for a second term of two years, commencing April 1, 2024, subject to approval by the company's shareholders through a postal ballot. E-voting for the postal ballot, which commenced on February 28, was scheduled to conclude on March 28.
An email query sent to Pallavi Shroff did not elicit any response.
Proxy advisory firm InGovern Research said that Asian Paints is taking professional services from Shroff's firm, and the company has not disclosed it in its explanatory notes of the notice seeking her re-appointment as an independent director.
"As a best practice, we recommend there not be any pecuniary relationship between an independent director and the company, which could result in a possibility for conflict of interest," said a note by InGovern.
The other reason cited by the proxy firm is the failure in her fiduciary duty of protecting the investors of One97 Communications, the listed parent of , from regulatory non-compliance, which resulted in significant wealth erosion for stockholders.
Shroff serves as an independent director on the board of One97 Communications wherein she is also a member of its audit and risk management committee. On January 31, the Reserve Bank of India (RBI) issued a directive restricting Paytm Payments Bank from accepting new deposits and credit transactions after March 15, 2024.
Following her announcement, the company has decided to withdraw the notice of postal ballot dated January 17, 2024. Accordingly, the process of voting through electronic means seeking the consent of the shareholders for her re-appointment stands cancelled.
Source: Stocks-Markets-Economic Times
