File_2012_Document1

88 Jindal Steel & Power Limited Business Leadership Sustainable Operations Excellent Governance Robust FinancialsCorporate Governance ReportAnnual Report 2011-1289ii) Other DirectorshipsThe number of Directorships held in other bodies corporate by the Directors as on 31st March, 2012 is as follows:-Name of DirectorNo. of Directorships in otherCompaniesNo. of Chairmanship / Membership ofCommitteesPrivate Public Foreign Chairmanship MembershipSmt. Savitri Jindal 0 07 0 0 0Shri Ratan Jindal 01 07 06 0 0Shri Naveen Jindal 0 06 0 0 0Shri Vikrant Gujral 0 01 07 0 0Shri Anand Goel 02 10 06 0 0Shri A.K. Purwar 07 10 0 03 06Shri R.V. Shahi 02 02 0 02 0Shri Haigreve Khaitan 01 16* 0 0 08Shri Hardip Singh Wirk 01 01 0 0 01Shri Rahul Mehra 01 0 0 0 0Shri Arun Kumar 0 0 0 0 0Shri Sushil Maroo 01 10 08 0 03Shri Naushad Akhter Ansari 0 0 0 0 0Shri Inderpal Singh Kalra 0 01 0 0 0* includes two companies where he has been appointed as Alternate Directoriii) Details of Contract of Service of DirectorsName Period of contract Date of appointment Notice periodShri Naveen Jindal 09th May, 2008 to 08th May, 2013 09th May, 2008 NilShri Vikrant Gujral 17th April, 2011 to 31st March, 2014 17th April, 2011 NilShri Anand Goel 01st August, 2010 to 31st July, 2015 01st August, 2010 NilAppointment of Wholetime Directors is governed by resolutions passed by the Board of Directors and shareholders ofthe Company, which cover the terms and conditions of such appointments, read with the service rules of the Company.There is no separate provision for payment of severance fee under the resolutions governing the appointment ofWholetime Directors.iv) Board MeetingsThe Board of Directors has met four times during the year on 21st April, 2011, 28th July, 2011, 18th October, 2011 and18th January, 2012. Detailed notes and the information required to be given in terms of business on the agenda werecirculated in advance to the Directors and all matters with explanatory notes / reports relating to the respective Committeeswere circulated sufficiently in advance of their meetings.Brief Introduction of Directors proposed to be appointed / reappointed at the forthcoming AnnualGeneral MeetingShri Sushil Maroo, Shri Haigreve Khaitan, Shri Hardip Singh Wirk, Shri Rahul Mehra, Directors, of the Company retire byrotation and being eligible offer themselves for reappointment at the forthcoming Annual General Meeting. IDBI Bank Limitedhas nominated Shri Inderpal Singh Kalra as Director on the Board of the Company in the place of Shri S. Ananthakrishnanw.e.f. 28th February, 2012. Smt. Shallu Jindal and Shri Manohar Lal Gupta were appointed as Additional Directors from27th April, 2012 and 01st May, 2012 respectively. Brief introduction of these Directors is given below:Shri Sushil Maroo holds a bachelors degree incommerce from the University of Rajasthan. He is achartered accountant by profession and has over 27years of experience in the fields of finance, accountsand corporate affairs. Before joining the Company heserved in companies like Hindustan Lever Limited,Voltas Limited, Nippon Denro Ispat Limited, ChambalFertilizers and Chemicals Limited and RPG DholpurPower Company Private Limited and possesses vastfinancial and managerial experience.He joined the Company in January 2001 as VicePresident- Finance and was elevated to the positionof Wholetime Director on 20th May, 2004. He wasresponsible for mobilisation of funds for Company’sexpansion and enhanced production capacity. Heis currently working as Deputy Managing Directorof Jindal Power Limited, a subsidiary and lookingafter the finance of the group. He was instrumentalin the financial planning and in achieving financialclosure for the 1,000 MW Mega Power Project of theCompany and successfully implementing it. As theDeputy Managing Director of Jindal Power Limited,he is responsible for implementing the strategy forthe financial planning, project expansion, resourcemobilization and the day-today operations of theCompany.He is the Founder Chairman of Indo-GeorgianChambers of Commerce established in 2010 atGeorgia, Co-Chairman of ASSOCHAM National Councilon Mines and Minerals, Chairman of ASSOCHAMNational Council on India - Latin American CountriesBusiness Promotion Council, Chairman of Indo-German Chambers of Commerce, member of expertcommittee on Iron and Steel and the member of expertcommittee on Banking in the Federation of IndianChambers of Commerce and Industry, member ofGoverning Committee of Sponge Iron ManufacturersAssociation (SIMA) and active member of variousother committees with other chambers of commercelike CII, FIMI, PHD, IPPAI and Indian Tech Foundation.He is also Director on the Board of Jindal PowerLimited, Kamala Hydro Electric Power CompanyLimited (formerly Subansiri Hydro Electric PowerCompany Limited), Etalin Hydro Electric PowerCompany Limited, Attunli Hydro Electric PowerCompany Limited, Nalwa Steel and Power Limited,Gagan Infraenergy Limited, Gagan Power Limited,Power Plant Engineers Limited, Jindal PetroleumLimited, Jindal Synfuels Limited, Shresht Mining andMetals Private Limited, Jindal Petroleum (Mauritius)Limited, Jindal Petroleum (Georgia) Limited, JindalMining & Exploration Limited, Jindal InvestmentsHoldings Limited, Jindal Africa Investments (Pty)Limited, Jindal Minerals & Metals Africa Limited,Worth Overseas Limited , Jindal Petroleum OperationCompany LLC. He is also member of Audit Committeeof Jindal Steel & Power Limited, Jindal Power Limitedand Nalwa Steel and Power Limited. He is a memberof shareholders grevience committee of Jindal Steel &Power Limited. He is holding 90,000 equity shares ofRe. 1/- each in the Company.Shri Haigreve Khaitan is a Corporate and Commerciallawyer and a Senior Partner of Khaitan & Co. Heheads Khaitan & Co’s Mergers & Acquisition (M&A)practice. He joined Khaitan & Co. in the year 1988.He spent considerable years of his initial practicein representing clients on litigation matters andthereafter he went on to represent many clientson project finance and real estate transactions. Hepresently focuses his practice on M&A, Private Equity,Venture Capital, Corporate Restructuring and advisesvarious Indian and International clients on otherstrategic transactions. He is highly recommended byworld’s leading law Chambers / legal accreditationbodies as one of the leading lawyers in India and asthe leading lawyer for Project Finance in Asia.He is a Director on the Board of Bajaj Corp Limited,Ceat Limited, Harrisons Malayalam Limited, InoxLeisure Limited, JSW Ispat Steel Limited, NationalEngineering Industries Limited, Rama Newsprint &Papers Limited, Sterlite Technologies Limited, TheOudh Sugar Mills Limited, Torrent PharmaceuticalsLimited, Xpro India Limited, Avtec Limited, GreatEastern Energy Corporation Limited, I.G.E. (India)Limited, Khaitan Consultants Limited, Orient CementLimited, Vinar Systems Private Limited. He is alsomember of the Audit Committee of Jindal Steel &Power Limited, Harrisons Malayalam Limited, InoxLeisure Limited, National Engineering IndustriesLimited, Sterlite Technologies Limited and AvtecLimited. He is member of Shareholders GrievanceCommittee of National Engineering Industries Limitedand Rama Newsprint & Papers Limited. He does nothold any equity shares in the Company.Shri Hardip Singh Wirk is a law graduate from DelhiUniversity and started his career in 1998 as a lawyerwith Shri P. V. Kapur, Sr. Advocate and has handledvarious cases in Delhi High Court, Company LawBoard, Consumer Forum and Supreme Court of India.Thereafter, he joined M/s Trilegal, a Corporate Lawfirm where he specialised in foreign investments,real estate and general corporate advice. In 2005he started his independent practice specialising inforeign investment and real estate. He is also Directoron the Board of Jindal Power Limited and MandiraWirk Designs Private Limited and member of AuditCommittee of Jindal Power Limited. He does not holdany equity shares in the Company.