DK Business News
On February 6, 2025, Gulf Oil Lubricants India Limited (“Gulf Oil”) announced the appointment of Mr. Nirvik Singh as an Additional Director in the capacity of Independent Director on its Board. This appointment is for a term of five years, commencing from February 6, 2025, and concluding on February 5, 2030, subject to shareholder approval.
Legal Framework for Appointment
The appointment of Mr. Singh aligns with the provisions of the Companies Act, 2013, particularly Section 149, which mandates the inclusion of independent directors on the boards of listed companies to ensure transparency and accountability. As an Additional Director, Mr. Singh’s appointment is governed by Section 161(1) of the Act, allowing the Board to appoint additional directors who shall hold office until the next Annual General Meeting (AGM). To continue beyond the AGM, the appointment must be confirmed by the shareholders.
Compliance with SEBI Regulations
In accordance with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, Gulf Oil has promptly disclosed the appointment to the stock exchanges. The company has also ensured that Mr. Singh meets the criteria for independence as specified under Regulation 16(1)(b), which includes, among other conditions, that the individual should not have any material pecuniary relationship with the company, its subsidiaries, or promoters during the two immediately preceding financial years or during the current financial year.
Director’s Background and Compliance
Mr. Nirvik Singh brings over 35 years of experience in the marketing and advertising industry. He has held significant positions, including Global Chief Operating Officer and President of International Markets at Grey Group, a part of the WPP Group. His leadership roles have spanned across Asia-Pacific, Middle East, Africa, Europe, and Latin America. Mr. Singh has provided his consent to act as an Independent Director and has declared that he satisfies the independence criteria outlined in Section 149(6) of the Companies Act, 2013.
Shareholder Approval Process
The continuation of Mr. Singh’s directorship requires approval from Gulf Oil’s shareholders. A resolution seeking this approval will be included in the notice of the forthcoming AGM. The explanatory statement annexed to the notice will provide justification for his appointment, highlighting his extensive experience and the value he is expected to bring to the Board.
Conclusion
The strategic induction of Mr. Nirvik Singh as an Independent Director reflects Gulf Oil’s commitment to strengthening its Board with seasoned professionals. This move is anticipated to enhance corporate governance standards and contribute to the company’s growth trajectory.