Sunday, June 16, 2024

Raymond independent directors say no law requires them to investigate matrimonial disputes

The independent directors (IDs) of Raymond Limited have said that neither any law nor any corporate governance standard requires them to inquire into, investigate, or delve into the merits or otherwise, of such matrimonial disputes, which lie beyond their remit.

“The IDs are alert to ensure that the matrimonial disputes between the two promoter directors do not in any manner affect the capacity of the Chairman & Managing Director to manage the affairs and business of the Company,” they said.

“The IDs, over the last few weeks, have been meeting and monitoring the situation so far as it affects the Company and the minority shareholders; and reiterate their commitment to protect, at all times, the interests of non-promoter minority shareholders, employees and other stakeholders,” they said.

“The IDs shall continue to exercise utmost vigilance in watching the evolving situation and shall not hesitate to proactively initiate measures, the moment required, to protect the interests of all stakeholders. The IDs have decided to retain Berjis Desai, senior independent legal counsel, who has no links with the promoters or the Company, for advising the IDs,” they said.

“The IDs would like to assure the stakeholders that they shall act dispassionately. The paramount consideration shall always be the interests of the Company as a whole and its non-promoter shareholders. Any material development or remedial measures which impacts the Company shall be forthwith communicated in a spirit of complete transparency,” they said.

“Your actions must protect the company from what proposes to be a long-drawn acrimonious battle between Nawaz Modi and Gautam Singhania,” corporate governance advisory firm, Institutional Investor Advisory Services India Limited (IiAS) had written in a letter to independent directors of Raymond Limited.

The letter has been addressed to independent directors, Mukeeta Jhaveri, Ashish Kapadia, Dinesh Lal, K Narsimha Murthy and Shiv Surinder Kumar

As per media reports, Nawaz Modi Singhania (Nawaz Modi), a board member, alleged that she and her daughter were physically assaulted by Gautam Singhania, the company’s Chairman and Managing Director, at JK House (company property) in September 2023. She also alleged that company funds were being used for Gautam Singhania’s personal benefit (CEO excesses) – and that she was acting as a whistle-blower of sorts.

“Despite such serious and heinous accusations by one board member against another, you have been silent. Investors are worried, which is reflected in the significant erosion in stock price over the past few days. Your silence can be misconstrued – surely you don’t want stakeholders thinking that these accusations are to be tolerated,” IiAS said.



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