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SECUREKLOUD TECHNOLOGIES LIMITED — Board/Management Information 2021
May 17, 2021
61911_rns_2021-05-17_cb698410-e39e-4095-9431-3022039bb836.pdf
Board/Management Information
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Ref: SK/CHN/2021-22/E005 15 May 2021
| National Stock Exchange of India Limited | BSE Limited |
|---|---|
| Capital Market-Listing, Exchange Plaza, | 25th Floor, PhirozeJeejeebhoy Towers, |
| th Floor, Plot No. C/1, G Block,Bandra Kurla5 | Dalal Street, Mumbai 400 001 |
| Complex, Bandra East, Mumbai 400 051 | |
| EQ- SECURKLOUD – ISIN - INE650K01021 | Scrip Code: 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 thMay, 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 | Reasonsforchangeviz., | Appointment of Mr. Biju Chandran (DIN: 06540000) as an |
| appointment, resignation, removal, | additional director in the capacity of an Independent | |
| death or otherwise | Director of the Company | |
| 2 | Date of Appointment | th May 2021.15 |
| Terms of Appointment – shall hold office till the ensuingAGM. | ||
| 3 | Brief Profile | Mr. Biju Chandran is a Commerce Graduate fromUniversity ofMadras and a fellow member of theInstitute of Chartered Accountants of India. |
| He is a practicing Chartered accountant with more thantwo decades of experience in various industries likesoftware,autoancillarymanufacturers,eventmanagement, advertising agency, authorized moneychanger, interior decorators, computer dealers. | ||
| He also handles taxation and appears before various TaxAuthoritiestorepresentclientsforIncomeTaxProceedings, Service Tax Audits, DIT Investigations, DITExemptions and International Taxation Division. | ||
| He is one of the founders of BNI Chennai CBD,afranchisee 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 | Mr. Biju Chandran is not related to any of the Directors |
| between 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 | Reason for resignation as received from Mr. Desikan Balaji, |
| viz.,appointment, | Independent Director: | |
| resignation, removal, | ||
| death or otherwise | "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 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 | ||
| corporate governance practice". | ||
| 2 | Date of Cessation | W.e.f 14th May2021 |
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 14thMay, 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,
GANESH SRI VIGNESH
Yours Truly,
For SecureKloud Technologies Limited
Digitally signed by GANESH SRI VIGNESH Date: 2021.05.15 11:18:23 +05'30'
G Sri Vignesh Company Secretary Membership No: A57475 Encl: as above
DESIKAN BALAJI
14th 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,
DESIKAN Digitally signed by DESIKAN Date: 2021.05.14 12:13:36 +05'30'
Desikan Balaji DIN: 08296716