Fortis' shareholders voted in favour of the removal of Brian Tempest, a director on the company's board, in an extraordinary general meeting (EGM) on Tuesday. The shareholders also approved the appointment of Indrajit Banerjee, Ravi Rajagopal and Suvalaxmi Chakraborty as independent directors of the company.
In a submission to the National Stock Exchange and the BSE on the results of the voting in the EGM on Wednesday, the company pointed out that the other three directors -- Harpal Singh, Sabina Vaisoha and Tejinder Shergill -- proposed to be removed, had tendered their resignation prior to the EGM and, thereby, had ceased to be directors of the company. "Accordingly, the said resolutions for their removal had become infructuous," the submission stated.
National Westminster Bank Plc as a trustee of Jupiter India Fund, East Bridge Capital Master Fund Ltd. and East Bridge Capital Master Fund I Ltd. had requested holding the EGM to vote on the removal of the four directors. The shareholders had alleged that the directors had not satisfactorily exercised their respective fiduciary duties towards all shareholders and had failed to maintain expected levels of corporate governance.
The move comes more than a week after the Fortis board recommended selling a stake in the company to the Munjal-Burman duo. The other front-runners in the bidding process included the Manipal Group and Malaysia's IHH Berhad.
Five of the eight directors on the board had voted in favour of Munjal-Burman, while the remaining favoured other bids. The final decision on selling a stake in Fortis will rest on the shareholders.
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