Mr. Kaushal is a Chartered and an MBA by profession, has been appointed as an Executive Director on the Board of XYZ Limited. His job profile…

(a) According to section 2 (69) of the Companies Act, 2013, Promoter means a person:- (a) Who has been named as such in a prospectus or is identified by the company in the annual return; or (b) Who has control over the affairs of the company, directly or indirectly whether as a shareholder, director or otherwise; or (c) In accordance with whose advice, directions or instructions the Board of Directors of the Company is accustomed to act. Provided that nothing in sub-clause (c) shall apply to a person who is acting merely in a professional capacity. As the job profile of Mr. Kaushal is only limited to advise the Board of Directors on various compliance matters, strategies, business plans and risk matters relating to business of the company and that to only in a professional capacity, he will not be classified as a Promoter of XYZ Limited.