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Detailed Profile
pursuant to Secretarial Standard-2 specified by the ICSI and Regulation 36 of the Securities and Exchange Board of India (listing obligations and Disclosure Requirements) Regulations, 2015, a brief profile of Mr. Jayanta Kumar Basu and other information pertaining to his reappointment are given below:
Name of the Director
Jayanta Kumar Basu
DIN
Date of Birth and Age
Date of First Appointment on the Board
Brief Resume, Qualification, Experience and nature of Expertise in specific functional areas
no. of Board Meetings attended during the financial year ended March 31, 2020 as a Director
Directorships held in Listed Companies
Listed entities (other than the Bank) in which he holds Committee Membership/Chairmanship
01268046
November 09, 1965; 54 Years
November 14, 2018
Jayanta Kumar Basu is a Director (Non-Executive, Non- Independent) of the Bank. He holds a bachelor’s degree in arts (economics) from Delhi University and a post graduate diploma in management from the Indian Institute of Management, Ahmedabad.
He is currently a Managing Partner at CX Advisors LLP. He was previously a senior vice president at Citibank.
He has expertise in Corporate and Investment Banking. 5
Ujjivan Financial Services Limited
Member of Audit Committee of Ujjivan Financial Services Limited.
Sitting fees of `700,000 for attending the Board and Board Committee Meetings held during the financial year 2019-20. Sitting fees as approved by the Board of Directors the Bank within the limits prescribed under section 197(5) of the Companies Act, 2013
Nil Nil
its Initial public offering ("Ipo") and prior to the listing of its equity shares ("Pre-IPO Scheme") unless:
(i) Such Pre-IPO Scheme is in conformity with the aforesaid Regulations; and
(ii) Such pre-Ipo Scheme is ratified by its shareholders subsequent to the IPO.
Further, as per proviso to Regulation 12(1) of the aforesaid Regulations, the ratification under clause (ii) may be done any time prior to grant of new options or allotment of shares under such Pre-IPO Scheme.
ESOP 2019:
The Members of the Bank had approved the ESOP 2019 in the Extra-ordinary General Meeting held on March 29, 2019. The aggregate number of stock options that can be granted under the ESOP 2019 is 144,000,000 (Fourteen Crores and Forty Lakhs). Each stock option granted under the ESOP 2019 is convertible into one equity share of the Bank.
Prior to listing of the Bank, the Bank has granted 40,799,100 options under ESOP 2019.
Remuneration last drawn during the financial year ended March 31, 2020
Remuneration sought to be paid
Shareholding in the Bank
Relationship with other Directors and Key Managerial Personnel of the Bank
Recommendation and Interest of Directors/KMPs
Except Mr. Jayanta Kumar Basu, none of the Directors or Key Managerial Personnel of the Bank or their relatives are concerned or interested in the proposed resolution.
The Board of Directors of the Bank recommends the passing of the Resolution at Item No. 2 as an Ordinary Resolution.
EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 READ WITH REGUATION 6 (2) OF SEBI (SHARE BASED EMPLOYEE BENEFITS) REGULATIONS, 2014
ITEM NO. 4 AND 5
TO RATIFY UJJIVAN SMALL FINANCE BANK - EMPLOYEE STOCK OPTION PLAN 2019’ (“ESOP 2019”) AND UJJIVAN SMALL FINANCE BANK - EMPLOYEE STOCK PURCHASE SCHEME 2019’ (“ESPS 2019”)
In terms of Regulation 12(1) of the SEBI (Share Based Employee Benefits) Regulations, 2014, (“SEBI SBEB Regulations”) as amended, no company shall make any fresh grant which involves allotment or transfer of shares to its employees under any schemes formulated prior to
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