GSK_ Annual_Report_2021-22

29 his ability to discharge his duties as an Independent Director of the Company. Mr. Manu Anand has also confirmed that he is registered with the data bank of Independent Directors maintained by the IICA. The details required under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India are provided in Corporate Governance Report. In compliance with the provisions of Section 149 of the Act and the Rules framed there under read with Schedule IV to the Act, and regulations 17 of SEBI Listing Regulations and other applicable Regulations, the appointment of Mr. Manu Anand as an Independent Director is now being placed before the Members at the General Meeting, for their approval. A copy of the draft letter of Appointment with him as an Independent Director setting out the terms and conditions would be available for inspection without any fee by the members in electronic mode. The Members may write an email to in.investorquery@gsk. com by mentioning “Request for Inspection” in the subject of the email. The Board considers that his association with the Company would be of immense benefit to the Company and it is hence desirable to avail services of Mr. Manu Anand as an Independent Director. None of the Directors, Key Managerial Personnel of the Company or their relatives other than Mr. Manu Anand are, in any way, concerned or interested, in the Special Resolution set out in Item No. 5 of the Notice. Accordingly, the Board recommends the Special Resolution as set out in Item No. 5 of the Notice for the approval of the members of the Company. Item No. 6: The Board of Directors of the Company on the recommendation of the Audit Committee approved the appointment and remuneration of R Nanabhoy & Company, Cost Accountants, to conduct the audit of the cost records of the Company for the financial year ended 31 March 2022. In terms of the provisions of Section 148(3) of the Companies Act, 2013 read with Rule 14(a) (ii) of the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditor is to be ratified by the Members of the Company. Accordingly, the Members are requested to ratify the remuneration payable to the Cost Auditors as set out in the Resolution for the aforesaid services to be rendered by them. None of the Directors, Key Managerial Personnel of the Company and their relatives, are in any way concerned or interested in the said Resolution. The Board of Directors recommend the Ordinary Resolution set out at Item No. 6 of the Notice for approval by the Members. By Order of the Board of Directors A. Nadkarni Company Secretary FCS 10460 Mumbai, 16 May 2022 Registered Office: GSK House, Dr. Annie Besant Road, Worli, Mumbai 400 030. CIN : L24239MH1924PLC001151 Email: askus@gsk.com Telephone: 022-24959595 Website: www.gsk-india.com

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