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PNB Gilts Ltd Board/Management Information 2023

Sep 8, 2023

62413_rns_2023-09-08_f97bbf7d-c011-4dfa-a364-a7704de613b6.pdf

Board/Management Information

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(Subsidiary of Punjab National Bank)

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Date: 08.09.2023

The Manager – ListingNational Stock Exchange of India LimitedExchange PlazaBandra Kurla ComplexBandra (E), Mumbai -400051Scrip Code: PNBGILTS The Manager – ListingDCS- ListingBSE LimitedPhiroze JeeJeebhoy TowersDalal Street, Mumbai- 400 001Scrip Code: 532366

Sub: Reappointment of Independent Directors

Ref: Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015

Dear Sir / Madam,

Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") read with SEBI Circular SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023, we would like to inform you that Scrutinizer’s Report w.r.t. to the 27th Annual General Meeting (“AGM”) of the PNB Gilts Limited (‘the Company’) held on Friday, September 8, 2023 through Video Conferencing (“VC”) has been received by the Company on September 8, 2023. All the business items as placed in the AGM were approved by the shareholders including the following two matters of reappointment of independent directors via. Special Resolution:

  1. Sh. Satish Kumar Kalra (DIN: 01952165): He has been re-appointed for another term of 5 consecutive years from September 15, 2023 to September 14, 2028.

  2. Dr. Tejendra Mohan Bhasin (DIN: 03091429): He has been re-appointed for another term of

    • 5 consecutive years from July 30, 2024 to July 29, 2029.

Both the Directors are not debarred from holding the office of director by virtue of any order of the SEBI or any other such authority.

Relevant information in this connection as required under SEBI Circular no. SEBI/HO/CFD/CFD-PoD1/P/CIR/2023/123 dated July 13, 2023 is at Annexure- A.

You are requested to please take the same on record.

Thanking You,

Yours faithfully, For PNB Gilts Ltd

Digitally signed MONIKA by MONIKA KOCHAR KOCHAR Date: 2023.09.08 18:12:46 +05'30'

(Monika Kochar) Company Secretary

Encl: A/a

Regd. Office : 5, Sansad Marg, New Delhi-110 001. Ph. : 23325759, 23325779, 23736584, Fax : 23325751, 23325763 Website : www.pnbgilts.com E-mail : [email protected] CIN : L74899DL1996PLC077120

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(Subsidiary of Punjab National Bank)

Annexure A

Sr.No. Details of event that needsto be provided Sh. Satish Kumar Kalra Dr. Tejendra Mohan Bhasin
1 Reason for change viz.appointment, re-appointment,resignation, removal, deathor otherwise Re-appointment Re-appointment
2 date of appointment/re-appointment/ cessation (asapplicable) & term ofappointment/re-appointment) Effective Date of Reappointment: 15.09.2023Term of reappointment: 5 years (15.09.2023 to14.09.2028) Effective Date of Reappointment: 30.07.2024Term of reappointment: 5 years (30.07.2024 to29.07.2029)
3 Brief Profile (in case ofappointment) Shri Satish Kumar Kalra is a Post Graduate in Science(M.Sc.), a CAIIB (Certified Associate of IndianInstitute of Banking) and PGDM in Finance.He has an experience of about 38 years in the bankingindustry. He is having wide experience in the areas ofTreasury Management, Risk Management, CorporatePlanning, Inspection & Audit, Merchant Banking,Board Secretariat and Governance, Credit Monitoring& Review, Recovery Management and Legal, Retail& MSME lending etc. in the banking industry.He was also a Member on the Advisory Board forBanking and Financial Frauds for about two yearssince March 2020. Dr. Tejendra Mohan Bhasin holds a bachelor’sdegree in Law, master’s degree in BusinessAdministration from the University of Delhi andDoctorate in Philosophy (Ph.D) from University ofMadras. He is an associate of the Indian Institute ofBankers. He has been conferred with honoraryfellowship by Indian Institute of Banking andFinance. He was appointed as the vigilancecommissioner in central vigilance commission bythe President of India.He has an experience of about 40 years in thebanking industry. He is having wide experience inthe areas of finance, administration, treasury,banking operations and vigilance matters etc. in thebanking industry.

Regd. Office : 5, Sansad Marg, New Delhi-110 001. Ph. : 23325759, 23325779, 23736584, Fax : 23325751, 23325763 Website : www.pnbgilts.com E-mail : [email protected] CIN : L74899DL1996PLC077120

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(Subsidiary of Punjab National Bank)

He has served Andhra Bank as Managing Director &CEO (additional charge) for 6 months and worked asWhole time Director/Executive Director from October2012 to August 2017.Prior to joining Andhra Bank as Executive Director,he was General Manager-Treasury at Allahabad Bankand headed various zones also.He was on Board of India First Life Insurance. Heacted as an Independent Director on the Board ofLakshmi Vilas Bank till November, 2020 (LakshmiVilas Bank Limited is amalgamated with DBS Bankw.e.f. 27/11/2020 & board of Lakshmi Vilas Bank hasbeen superseded).Since September 15, 2018, he is an IndependentDirector of PNB Gilts Ltd. and also chairman/memberof various board level committees viz. AuditCommittee,RiskManagementCommittee,ITCommitteeandNomination&RemunerationCommittee. He was formerly associated with Oriental Bank ofCommerce as General ManagerHe has served Indian Bank as Chairman andManaging Director and United Bank of India as anExecutive Director.He also acted as Director of United Indian InsuranceCo. Ltd., Centrum Capital Limited and IDBI lntechLimited.He was also a Member on the Advisory Board forBanking and Financial Frauds from 4 years fromAugust 2019 to August 2023.Since July 30, 2019, he is Independent Director ofPNB Gilts Ltd. and also chairman/member ofvariousboardlevelcommitteesviz.AuditCommittee,Nomination&RemunerationCommittee and Corporate Social ResponsibilityCommittee
4 Disclosure of relationshipsbetween Directors (in caseof appointment of adirector) Not related to other directors Not related to other directors

Regd. Office : 5, Sansad Marg, New Delhi-110 001. Ph. : 23325759, 23325779, 23736584, Fax : 23325751, 23325763 Website : www.pnbgilts.com E-mail : [email protected] CIN : L74899DL1996PLC077120