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Directors’ Report
K. V. Kamath, Chairman, has a fixed term approved by Members and RBI. Members at the AGM held on
June 24, 2013 have approved the re-appointment of K. V. Kamath for a period of five years effective May
1, 2014 upto April 30, 2019 and RBI has approved his re-appointment for a period of three years effective
May 1, 2014 upto April 30, 2017.
Of the remaining independent directors, Dileep Choksi and V. K. Sharma have a residual tenure of more
than five years out of their total eight year tenure. Dileep Choksi’s tenure as per CA2013 would be upto
March 31, 2019 and he would be eligible for re-appointment upto April 25, 2021, which is the balance
period permitted under BR Act. Appointment of V. K. Sharma is proposed in the Notice of the current
AGM vide item no. 7 for a period of five years upto March 31, 2019, after which he would be eligible for
re-appointment upto March 5, 2022.
The other independent directors whose residual tenure under the BR Act is less than five years viz,
M. S. Ramachandran, Homi Khusrokhan, V. Sridar and Tushaar Shah will continue to hold office as
independent Director till the expiry of their tenure under the BR Act, 1949. In terms of Section 152 of the
CA2013, K. Ramkumar would retire by rotation at the forthcoming AGM and is eligible for re-appointment.
K. Ramkumar has offered himself for re-appointment.
Re-appointments/Approvals for Executive Directors
The Members of the Company at the AGM held on June 24, 2013 approved the re-appointments of
Chanda Kochhar as Managing Director & CEO, N. S. Kannan as Executive Director (designated as Executive
Director & CFO) and K. Ramkumar as Executive Director of the Bank for a period of five years upto March
31, 2019; April 30, 2019; and January 31, 2019 respectively. K. Ramkumar who retires by rotation at the
forthcoming AGM has offered himself for re-appointment.
RBI has approved the re-appointments of Chanda Kochhar as Managing Director & CEO and N. S. Kannan
as Executive Director for a period of three years effective May 1, 2014 upto April 30, 2017. RBI also
approved the re-appointment of K. Ramkumar as Executive Director for a period of three years effective
February 1, 2014 upto January 31, 2017.
The Board at its Meeting held on October 25, 2013 approved the change in designation of N. S. Kannan to
Executive Director. The Board at the same Meeting designated Rakesh Jha, Deputy Chief Financial Officer
as the Chief Financial Officer. He continues to report to N. S. Kannan.
The Board at its Meeting held on April 25, 2014 (based on the recommendations of the Board Governance,
Remuneration & Nomination Committee) approved the re-appointment of Rajiv Sabharwal subject to the
approval of Members and RBI on the expiry of his current term on June 23, 2015 for a further period of
five years effective June 24, 2015 upto June 23, 2020. The resolution for re-appointment is proposed
to the Members in the Notice of the current AGM vide item no. 8 and the explanatory statement
includes the duration and terms of re-appointment. You are requested to consider the re-appointment of
Rajiv Sabharwal.
14