All the three L&T nominees will come as non-executive directors.
Apart from induction of non-executive director, two independent directors will also be part of the Mindtree board. Its nomination and remuneration committee has also approved appointment of Prasanna Rangacharya and Deepa Gopalan Wadhwa as independent directors. While Rangacharya is a legal consultant, who had served as a chief legal advisor of L&T between 1991 and 1998, Deepa Gopalan Wadhwa is a former diplomat.
While five new directors’ appointment will come for approval in the next board meet, Mindtree's co-founder and non-executive director Subroto Bagchi will not seek reappointment. “Subroto Bagchi, who retires by rotation at the 20th AGM on July 16, has not offered re-appointment for himself,” the filing said.
With this rejig, Mindtree’s board will now have 12 board members from eight.
Though Bagchi will step down from non-executive role, it was uncertain whether other three founders — Krishnakumar Natarajan, Rostow Ravanan, N S Parthasarathy — will also consider stepping down from the board in the future.
“There is a high probability that N S Parthasarathy may step down from the board, given the fact that his tenure is also going to be over soon. As far as Krishnakumar Natarajan and Rostow Ravanan are concerned, they are likely to continue to see through the transition,” a source said.
According to corporate governance officials, with such approval for induction, Mindtree board has shown maturity. “Today’s appointment shows that Mindtree board is no longer hostile to L&T. With this induction, the only thorny issue remains to be taken up in the AGM is the special dividend,” the official said.