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SECUREKLOUD TECHNOLOGIES LIMITED Board/Management Information 2021

May 15, 2021

61911_rns_2021-05-15_cd359d7e-dfef-4c79-8791-c5718a93f20a.pdf

Board/Management Information

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Ref: SK/CHN/2021-22/E005 15 May 2021

National Stock Exchange of India Limited
Capital Market-Listing,Exchange Plaza,
5thFloor, Plot No. C/1, G Block,Bandra Kurla
Complex,Bandra East,Mumbai 400 051
BSE Limited
25thFloor, Phiroze Jeejeebhoy Towers,
Dalal Street, Mumbai 400 001
EQ- SECURKLOUD – ISIN - INE650K01021 ScripCode: 512161 – ISIN - INE650K01021

Dear Sir,

Sub: Intimation on the outcome of the Board Meeting held today, 15[th] May 2021 and disclosure under Regulation 30 of SEBI Listing Regulations read with Para A of Part A of Schedule Ill of the said Regulations as follows:

1. Appointment of Mr. Biju Chandran (DIN: 06540000) as an additional director in the capacity of an Independent Director:

Mr. Biju Chandran (DIN: 06540000) appointed as an Additional Director in the capacity of an Independent Director of the Company with effect from 15[th] May, 2021. As per SEBI Letter dated June 14, 2018 read along with NSE Circular dated June 20, 2018, having ref no. as - NSE/CML/2018/24, we hereby confirm that Mr. Biju Chandran is not debarred from holding the office of director by virtue of any Order of SEBI or any other authority.

Information as required under Regulation 30 - Part A of Schedule Ill of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

S. No Requirement Disclosure
1 Reasons
for
change
viz~~.,~~
appointment,~~resignation, removal,~~
~~death or otherwise~~
Appointment of Mr. Biju Chandran (DIN: 06540000) as an
additional director in the capacity of an Independent
Director of the Company
2 Date of Appointment 15thMay 2021.
Terms of Appointment – shall hold office till the ensuing
AGM.
3 Brief Profile Mr. Biju Chandran is a Commerce Graduate from
University of Madras and a fellow member of the
Institute of Chartered Accountants of India.
He is a practicing Chartered accountant with more than
two decades of experience in various industries like
software,
auto
ancillary
manufacturers,
event
management, advertising agency, authorized money
changer, interior decorators, computer dealers.
He also handles taxation and appears before various Tax
Authorities to represent clients for Income Tax
Proceedings, Service Tax Audits, DIT Investigations, DIT
Exemptions and International Taxation Division.
He is one of the founders of BNI Chennai CBD, a
franchisee of an International Organisation named
Business Network International which was ranked in the
Top 10 regions in world.
He is part of the Board of International Chamber of GST
Professionals (a company incorporated under section 8
of the Companies Act 2013) an organization created to
impart knowledge on indirect taxes. He held various
designations in this organization as Joint Secretary,
Secretary, Vice President and was its President for two
terms(2017-2018 & 2018-2019).
4 Disclosure
of
relationships
between directors
Mr. Biju Chandran is not related to any of the Directors
on the Board.

2. Resignation of Mr. Desikan Balaji (08296716) as Independent Director of the Company:

Information as required under Regulation 30 - Part A of Schedule Ill of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:

S. No Requirement Disclosure
1


Reasons for change
vi~~z.,~~
~~appointment~~,
resignatio~~n, removal,~~
~~death or otherwise~~
Reason for resignation as received from Mr. Desikan Balaji,
Independent Director:
“As per Section 150 of the Companies Act, 2013, every
Director should register with data bank ofIndian Institute of
Corporate Affairs (IICA)to act as an Independent Director.
However, I could not renew my registration as the IICA could
not facilitate the renewal after a specified period. By
considering the same, I would like to tender my resignation
from the Directorship with immediate effect.
This resignation has been tendered deeming it as good
corporategovernancepractice”.
2 Date of Cessation W.e.f 14thMay2021

Further, the Company has received confirmation from Mr. Desikan Balaji (08296716) that there are no other material reasons for his resignation other than those which is provided in the resignation letter dated 14[th ] May, 2021. The said confirmation received is enclosed herewith as Annexure A .

3. Approval for reconstitution of Committees of the Board of Directors

Consequent to change in the composition of the Board of Directors of the Company, the Board of Directors have approved the reconstitution of certain committees of the Board of Directors with effect from 15[th ] May, 2021 as under:

  • (i) Audit Committee Pursuant to Section 177 of the Companies Act, 2013 read with Regulation 18 of the Listing Regulations, the Board of Directors has reconstituted the Audit Committee of the Board of Directors as under:
S. No Name of the Member Designation in the committee
1 Mr. Dinesh Raja Punniamurthy Chairman,Independent Director
2 Ms. Babita Singaram Member,Independent Director
3 Mr. Biju Chandran Member,Independent Director
  • (ii) Pursuant to Section 178 of the Companies Act, 2013 read with Regulation 19 of the Listing Regulations, the Board of Directors has reconstituted the Stakeholders’ Relationship Committee of the Board of Directors as under:
S. No Name of the Member Designation in the committee
1 Mr. Dinesh Raja Punniamurthy Chairman,Independent Director
2 Mr. Biju Chandran Member,Independent Director
3 Mr. Suresh Venkatachari Member and Executive Director
4 Mr. Lakshmanan Kannappan Member and Non – Executive Director

Further we confirm that, there is no change in Nomination & Remuneration Committee and Corporate Social Responsibility Committee.

The meeting of Board of Directors commenced at 9.45 A.M. and concluded at 10.30 A.M.

Kindly take the above information on record as compliance with applicable regulations of SEBI LODR Regulations, 2015.

Thanking You,

Yours Truly,

For SecureKloud Technologies Limited

GANESH SRI Digitally signed by GANESH SRI VIGNESH VIGNESH Date: 2021.05.15 11:18:23 +05'30'

G Sri Vignesh Company Secretary Membership No: A57475 Encl: as above

==> picture [540 x 90] intentionally omitted <==

DESIKAN BALAJI

14[th] May 2021

To,

The Board of Directors

Securekloud Technologies Limited

CIN: L72300TN1993PLC101852

5, Cenotaph Road, II Floor,

Srinivas Towers, Teynampet,

Chennai – 600 018

Sub: Resignation from the Directorship of the Company

As per Section 150 of the Companies Act, 2013, every Director should register with data bank of Indian Institute of Corporate Affairs (IICA) to act as an Independent Director. However, I couldn’t renew my registration as the IICA couldn’t facilitate the renewal after a specified period. By considering the same, I would like to tender my resignation from the Directorship with immediate effect.

This resignation has been tendered deeming it as good corporate governance practice. The Company may intimate the stock exchanges in accordance with SEBI Regulations and file the necessary form for intimating my resignation with the Registrar of Companies, Ministry of Corporate Affairs.

I further hereby confirm that there are no material reasons other than as stated above for my resignation.

Thanking You,

Yours’ faithfully,

Digitally signed DESIKAN by DESIKAN Date: 2021.05.14 12:13:36 +05'30'

Desikan Balaji DIN: 08296716