PTC India independent director resigns over corporate governance issues

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State-owned PTC India said on Friday that Rakesh Kacker, an independent director, had resigned, citing serious corporate governance issues, which led to the resignation of three independent directors from the PTC Financial Services board. (PFC), a subsidiary of the company, on Wednesday. The resignation comes as PTC India holds a board meeting on Saturday. “It is my duty to inform you that I am resigning as Independent Director of PTC India (PTC) with immediate effect. I had served as Independent Director of PTC India Financial Services (PFS) till December 31, 2021” Kacker said in a letter to the PTC board, which the company filed in a stock exchange regulatory filing.Kacker, a retired IAS officer and former secretary at the Department of Food Processing, was a director independent at PTC since April 2017 and PFS since October 2019. At PTC, he chaired the committee on “nomination and compensation” and was a member of the “risk management committee reporting to the board of directors.” seen up close the unfortunate developments of recent months in this business. Despite our best efforts, the independent directors have been unable to convince the management of PTC and PFS to take appropriate steps to run the business in accordance with what we believe to be the correct course of action. As a result, the company is now facing serious governance issues with several flaws in the Companies Ac and SEBI (Listing Obligations & Disclosure Requirements) regulations. For this reason, the company’s operations must also have been affected,” Kacker said. In addition to raising concerns with the PTC board, Kacker also shared the resignation letters of the three independent PFS directors – Kamlesh Shivji Vikamsey, Santosh B Nayar and Thomas Mathew T – who had resigned alleging serious corporate governance issues. He further said that the three former independent directors of PFC had shared their resignation letters with him, which highlight “various governance lapses and failures in PFS” in detail. The three directors raised concerns over the appointment of a board member and chief financial officer, a 125 crore loan to NSL Nagapatnam Power and Infratech as well as unilateral changes in the conditions attached to project loans highway, among others. They also claimed the company ignored communications from independent directors, including emails requesting board and committee meetings. PTC India’s Board of Directors now includes Managing Director and CEO Pawan Singh as well as Promoter Group nominees Rajib Kumar Mishra and Pankaj Goel. PFS is registered as a Systemically Important Non-Banking Financial Company (NBFC) and is classified as an Infrastructure Finance Company (IFC) with the RBI. It is committed to investing and providing financing solutions to companies with projects in the energy sector and related fields. NBFC’s outstanding loans as of September 30, 2021 stood at Rs 9,633 crore compared to Rs 11,638 crore a year ago. Gross non-performing assets (NPA) stood at Rs 821 crore or 8.52% of outstanding loans.

Published on

January 21, 2022

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