Calcutta, Nov. 17: Coal India can now boast of an expanded board of directors with the central government approving the appointment of five independent directors.
The independent directors comprise a mix of ex-government officials, academicians related to the field of mining and a chartered accountant.
In a filing to the Bombay Stock Exchange, Coal India said Loretta Mary Vas, Vinod Jain, D.C. Panigrahi, Khanindra Pathak and Satish Balaram Agnihotri have been appointed by the coal ministry as independent directors on the company's board.
The appointment is for a period of three years, effective today (Nov 17), or until further orders, whichever is earlier.
Coal India's board at present constitutes of five functional directors, including chairman and managing director Sutirtha Bhattacharya and four directors - C.K. Dey, N. Kumar, R. Mohan Das and B.K. Saxena.
There are also two government nominee directors from the coal ministry - additional secretary A.K. Dubey and joint secretary and financial adviser Sujata Prasad. Further, there are three permanent invitees on the board - A.N. Sahay and A.K. Debnath from Coal India subsidiaries and Kundan Sinha, additional member (traffic transportation), Railway Board.
The latest appointments come at a time questions were being raised from various quarters about the lack of independent directors on the company's board for more than a year. The absence meant the company did not comply with the listing agreement clause on the composition of the board of directors.
In September 2014, all six independent directors on the company's board at that point resigned.
According to research firms and auditors, independent directors play a crucial role in maintaining the balance on the board as they are not directly related to the promoters nor are they a part of the company.
"A company of the size of Coal India needs a larger, active board of directors," research firm Institutional investor Advisory Services had said in a report in August.
Vinod Kothari & Company, which prepared the secretarial audit report of Coal India, raised their concern in the annual report and accounts for 2014-15. "We have been told that due to the absence of independent directors, the company could not have a proper composition of the audit committee and the nomination and remuneration committee as required under the provisions of the Companies Act, 2013," the report said.
CIL shareholders had also raised the issue at the company's annual general meeting. "Independent directors are appointed by the government of India and we are constantly pursuing the issue with the Centre," Sutirtha Bhattacharya had then said.