DECLARATION
OF INDEPENDENCE
FROM
INDEPENDENT DIRECTOR
[DATE]
To
The Board of
Directors
Company Name
Complete
Address of Regd. office.
Subject: Declaration of
independence under clause 49 of the Listing Agreement and sub-section (6)
of section 149 of the Companies Act, 2013.
I, Mr.
_____, hereby certify that I am a Non-executive Independent Director of _________Limited, and comply with all
the criteria of independent director as envisaged in Clause 49 of the Listing
Agreement and the Companies Act, 2013.
I certify that:
1.
I possess
relevant expertise and experience to be an independent director in the Company;
2.
I am/was not
a promoter of the company or its holding, subsidiary or associate company;
3.
I am not
related to promoters / directors / persons occupying management position at the
board level or level below the board in the company, its holding, subsidiary or
associate company;
4.
Apart from
receiving director sitting fees / remuneration, I have/had no pecuniary
relationship / transactions with the company, its promoters, its directors, its
senior management or its holding, subsidiary or associate company, or their
promoters, or directors, during the two immediately preceding financial years
or during the current financial;
5.
none of my
relatives has or had any pecuniary relationship or transaction with the
company, its holding, subsidiary or associate company, or their promoters, or
directors, amounting to 2% or more of its gross turnover or total income
or Rs. 50 Lacs or such higher amount as may be prescribed, whichever
is lower, during the two immediately preceding financial years or during the
current financial year;
6.
Neither me
nor any of my relatives:
a)
holds or has
held the position of a key managerial personnel or is or has been employee/executive
of the company or its holding, subsidiary or associate company in any of the
three financial years immediately preceding the financial year;
b)
is or has
been an employee or proprietor or a partner, in any of the three financial
years immediately preceding the financial year of;
a.
a firm of
auditors or company secretaries in practice or cost auditors of the company or
its holding, subsidiary or associate company; or
b.
any legal or
a consulting firm that has or had any transaction with the company, its
holding, subsidiary or associate company amounting to 10% or more of the gross
turnover of such firm;
c)
holds
together with my relatives 2% or more of the total voting power of the
company; or
d)
is a Chief
Executive or director, by whatever name called, of any nonprofit organization
that receives 25% or more of its receipts from the company, any of its
promoters, directors or its holding, subsidiary or associate company or that
holds 2% or more of the total voting power of the company; or
7.
I am not a
material supplier, service provider or customer or a lessor or lessee of the
company;
8.
I am not
less than 21 years of age.
DECLARATION
I undertake that I shall seek prior approval
of the Board if and when I have any such relationship / transactions, whether
material or non-material. If I fail to do so I shall cease to be an independent
director from the date of entering in to such relationship / transactions.
Further, I do hereby declare and confirm that
the above said information’s are true and correct to the best of my knowledge
as on the date of this declaration of independence and I shall take
responsibility for its correctness and shall be liable for fine if any imposed
on the Company, its directors, if the same found wrong or incorrect in future.
I further undertake to intimate immediately
upon changes, if any, to the Company for updating of the same.
Thanking you,
Yours faithfully,
(SIGNATURE)
Name of Director
DIN:
Complete Address with PIN
Phone / Mobile No. E-mail
