Securities and Exchange Board of India (Sebi) Chairman Tuhin Kanta Pandey on Monday said the regulator will look into the board meeting minutes of HDFC Bank, following the surprise exit of non-executive chairman Atanu Chakraborty.
“We have to see what is there in the governance, in their board meetings,” said Pandey, responding to a question on whether the regulator was probing the matter.
He also cautioned independent directors against making unsubstantiated remarks. “Nobody is expected to make any insinuations without proper evidence and recording. Such comments can impact minority shareholders’ interests,” Pandey said.
He added that under the listing obligations and disclosure requirements regulations, independent directors are required to ensure that their concerns on the company’s functioning are addressed. If unresolved, they must be recorded in board minutes.
Pandey said independent directors hold a critical role in corporate governance, with the responsibility to safeguard minority shareholder interests.
In his resignation, Chakraborty had cited concerns related to “ethics and values”. However, the Reserve Bank of India (RBI) subsequently stated that it had not found any material governance issues at the bank based on its periodic assessments.
Further, the central bank reiterated that HDFC Bank remains a domestic systemically important bank (DSIB) with strong financials and a competent management team. It also approved a transition arrangement, appointing Keki Mistry as part-time chairman for three months.
The RBI added that the lender continues to be well-capitalised and maintains adequate liquidity.
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