Rajat Raj Singh has been appointed as an Independent Director (Permanent) of NeevinternationalArchitectSurveyorsPMCN EPC ConsultantsLLP effective December 21, 2018. The appointment is for a term of 10 years until December 2028. As a director, Rajat will be responsible for meeting board objectives and providing oversight over company performance. He will receive compensation based on projects he contributes to the company and will share in annual profits or losses proportional to his 20% partnership holding. The appointment may be terminated according to applicable laws or for violations of company policies.
1. (21-12-2018)
(RajatRaj Singh) (S/oRavindraKr.Singh162/38 Ka Laxmi BhavanGanga Prasad Road Wazeerganj
Lucknow226018 UP India)
Dear (Ar. Rajat Raj Singh) ,
Subject: Appointmentasan IndependentDirector (Permanent)
Pursuant to the approval by the Ministry of Corporate Affairs India of the Company in their
AmendmenttoPartnershipasLLP done byMinistryof Corporate Affairs India. on 21-12-2018, this letter
of appointment sets out the terms of your appointment as an Independent Director of
NeevinternationalArchitectSurveyorsPMCN EPC ConsultantsLLP (the “Company”), such appointment
is also subject to the applicable provisions of the Companies Act, 2013 (“2013 Act”), Clause 49 of the
Company’s Listing Agreement with the Stock Exchanges (“Listing Agreement”), any other applicable
laws/rules, and the Articles of Association of the Company.
1. The termof appointment
Your appointmentisfora termof 10 consecutive yearsfrom(12date 2018) to (12 date2028). Youwill
not be liable toretire byrotationduringthisperiod.
2. Dutiesand responsibilities
I. Asa memberof the Board,you will be responsible formeetingthe objectives of the Board. II. You will
provide oversight and governance over the performance of the Company and help maintain an
environmentof compliance and high ethical standards. You will advise and counsel the management.
You may be requiredtoserve onone or more Committeesof the Boardandif so,you will abide by their
respective
the law, By providing guidance and counsel not only when requested, but in a pro active manner,
2. having reference to your field of expertise and your experience. IV. You are required to abide by the
‘Code ForIndependentDirectors’asoutlinedinSchedule IV tosection149(8) of the 2013 Act, and duties
of directors as provided in the 2013 Act and in Clause 49 of the Listing Agreement. V. You will devote
time to the Companyinperformance of yourrole.VI.You will abide by the Company’s Code of Ethics &
Business Conduct (“the Code”). VII. In addition to any other acts prohibited by applicable laws, or
you may create a perception of having, a direct or indirect interest that conflicts, or possibly may
conflict, with the interest of the Company,
your office toanyotherperson.
3. Remuneration
Subject to the provisions of the 2013 Act, and as approved by the members of the Company, You shall
be paidcommissionforyourrole,includingforattendingthe meetingsof the Boardandthe Committees
of whichyouare a chairmanor member. Your salarywill be given on PROJECT to PROJECT BASIS or the
number of PROJECTS you pool into the COMPANY.
You shall alsoshare PROFITor LOSS at the endof each FINANCIAL YEARS. These does not include in the
term salary above. THER PROFIT or LOSS shall be propotion to the percentage of holding of
PARTNERSHIP.
The commissionorsalaryamountshall be determinedinaccordance withthe structure approvedbythe
Nomination and Remuneration Committee. No sitting fees will be paid by the Company for attending
the meetingsof the Boardor any Committee thereof.The Company will reimburse to you such fair and
reasonable expenditure incurred by you, where such expenditure was necessary to enable you to
perform your role as a Director of the Company. If no work is bought or done by you in the company
their shall no show no entry and no fees given to you. However you will only enjoy a “name sake”
director of the company. Note you are not any employee of the company a PARTNERSHIP DEED is
already given to you.
The commissionshall be paidtoyouon a work to workor monthlybasisorat suchotherfrequency
determinedbythe NominationandRemunerationCommittee.The salaryshall onlyconsideredwiththe
pool of work obtainedinwhichyouare a part of.
3. 4. Director evaluationprocess
As a memberof the Board,you shall participate inthe directorevaluationprocessassetoutbythe
Board and/orNominationandRemunerationCommittee fromtime totime.
Your partnershipatthe momentof financial year2018-19 standsas
WORK DONEBY THE COMPANYFROMMARCH 2018 TILL December2018 is700,000 INR.
Your joiningonDecember2018 shall considerthatprofitor lossbroughtintothe companyfrom
December23, 2018.
5. Disclosures
During the term you shall provide disclosures to the company as per the provisions of the Companies
Act, 2013 and other applicable statues. You may sell your percentage of shares by bringing a NEW
PARTNER to the firm or resolve thereof the percentage holding is 20% which is considered for your
participationandholdingthe dutiful responsibility towards the company. The 20% holdings can be sold
only once you complete 1 year term with the company which on 21-12-2018 is considered as 400000
INR only in terms of Equity given to you. You may sell the same only in excess of 500000 after 21-12-
2019 being a director of the company. For in no case you can sell the equity less than 500000 or as per
determined by the valuer or CA of the company.
6. Termination
Your directorshiponthe Boardof the Companymaybe terminatedinaccordance withthe provisions of
the 2013 Act. In additionyourdirectorshipmaybe terminated on grounds of violation of provisions of
Code of Conduct of the Company. If founddoingconspiracy,sharingcompanydocumentsorviolationof
disclosuresactyourPartnershipshall be deemedclosedwithoutanyequityreturnoryoushall be forced
to leave the company. Forinno case youshall be chargedmore than your equityholdingincase there is
lossbrought intentially from your side to the company. Any loss brought shall bring you chargeable to
your equity holding and termination thereof.
You may resignfromthe directorshipof the Companybygivinganotice inwriting.The resignationshall
take effectfromthe date mentionedinthe notice orat a laterdate as may be specifiedbyyouinthat
behalf. The resignationshall take due course of time until anew partnerisboughtto the companyin
4. thiscase we assure 1 year termwithout privileges orrightsafteryourresignationuntil appointmentof a
newpartneror directorto the company.
7. ProvisionforDirectors .
Your appointmentisbasedonthe declarationsprovidedbyyoutothe Companypursuanttothe 2013
Act.
We believe thatyourassociationwill be of immensebenefittothe Company. Kindlyconfirmyour
acceptance by signingandreturningthe enclosedcopyof thisletter.
Thankingyou,
Yours Sincerely,For
____________________ Name: ROHIT KAPOOR(PRESIDENT)
AGREE AND ACCEPT
I have readand understoodthe termsof my appointmentasan IndependentDirectorof Oracle Financial
ServicesSoftware LimitedandIherebyaffirmmyacceptance of the same.
_____________________________
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