The board of InterGlobe Aviation on Saturday said it will seek shareholders’ approval at the next annual general meeting to expand the board to induct an independent woman director.
Sources said the board also decided to make necessary changes in the company’s Articles of Association (AoA) after getting the approval of shareholders.
A company statement said: “The board has decided to seek the approval of the shareholders at the upcoming annual general meeting for expanding the board to enable the induction of an independent woman director.”
The spat between promoters Rakesh Gangwal and Rahul Bhatia over alleged corporate governance lapses also came up during discussions, sources said. However, the statement was silent on that issue.
Gangwal had flagged concerns about related-party transactions involving co-founder Rahul Bhatia’s InterGlobe Enterprises (IGE) Group and the allegations have been refuted by the Bhatia camp.
The induction of a woman director under Sebi guidelines was one of the demands of co-founder and promoter Rakesh Gangwal. However, sources said the board has not considered his demand to expand the board to include more independent directors.
IndiGo’s board comprises Rahul Bhatia and Gangwal, besides former Securities and Exchange Board of India (Sebi) chief M. Damodaran, who serves as the chairman, Rohini Bhatia, InterGlobe Technology president Anil Parashar and former World Bank executive Anupam Khanna, an independent director.
The plan to add more directors follows allegations of corporate governance violations against Rahul Bhatia by Rakesh Gangwal. The proposed board expansion has been a contentious issue between the two promoters.
Gangwal had said a “paan ki dukaan” had better corporate governance than IndiGo. InterGlobe Enterprises had termed Gangwal’s allegations, “much ado about nothing”.
As of June 31, the two promoters held 74.89 per cent share, while 25.11 per cent is with the public in InterGlobe. Bhatia owns a 37.88 per cent stake, while Gangwal holds about 36.65 per cent.
