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• Annual Report 2018-19
Shaping the future of software driven business
Name of the Director
Year ended
March 31,
Scheme under which
options are granted
Number of stock
options granted
Stock options vested but
not exercised
Mr. Kiran Umrootkar
2019
ESOP X
NIL
8,000
2018
ESOP X
NIL
8,000
Total
2019
ESOP X
NIL
8,000
2018
ESOP X
NIL
8,000
* Ms. Roshini Bakshi, Mr. Guy Eiferman, Dr. Anant Jhingran, Prof. Deepak Phatak and Mr. Thomas Kendra are not eligible for
ESOPs as their appointment was post April 1, 2014.
Table 12B: Shares held by Independent Directors and Non-Executive Non-Independent Directors as on March 31, 2019:
Name of the Director
Shares held
(through exercise
of vested stock
options)
Shares held
(through allotment
under a pre IPO
scheme)
Shares held
(through market
purchase / IPO)
Total Shares held
Ms. Roshini Bakshi
NIL
NIL
NIL
NIL
Mr. Pradeep Bhargava
13,600
NIL
NIL
13,600
Mr. Sanjay Bhattacharyya
14,000
NIL
NIL
14,000
Mr. Guy Eiferman
NIL
NIL
NIL
NIL
Dr. Anant Jhingran
NIL
NIL
NIL
NIL
Mr. Thomas Kendra
NIL
NIL
NIL
NIL
Prof. Deepak Phatak
NIL
NIL
NIL
NIL
Mr. Prakash Telang
14,000
NIL
4,000
18,000
Mr. Kiran Umrootkar
6,000
NIL
NIL
6,000
There is no pecuniary and non-pecuniary relationship between the Non-Executive Directors vis-a-vis the Company except as
stated above.
C. Nomination and Governance Committee
Brief description
The Nomination and Governance Committee of the Board was constituted on August 21, 2008.
The Committee was formed mainly to ensure overall diversity of representatives and provide guidance to the Board for
appointment of topmanagement and to address issues such as required expertise, background, leadership skills, time availability,
conflict of interest, willingness to participate actively and inter-organizational relationships of the proposed appointee as a
Director or member of the senior management.
The Board of Directors at its meeting held in April 2014 named this Committee as the Nomination and Remuneration Committee
for the purpose of provisions under the Act with respect to the terms of the Nomination and Governance Committee of the
Company covered under the statutory terms of the Nomination and Remuneration Committee.
Table 13 gives the present composition of the Nomination and Governance Committee of the Board of Directors as on
March 31, 2019.
Table 13: Composition of the Nomination and Governance Committee
Name of the Director
Category
Mr. Pradeep Bhargava
Chairman of the Committee and Independent Director
Dr. Anant Jhingran
Independent Director
Mr. Prakash Telang
Independent Director
Mr. Kiran Umrootkar
Independent Director
Note: Ms. Roshini Bakshi, Mr. Sanjay Bhattacharyya and Mr. Thomas Kendra stepped down as members of the Committee
w.e.f. April 24, 2018.
The Chairman and all the members of the Committee are Independent Directors.
The Company Secretary of the Company is the Secretary of the Committee.