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Appointment of Directors

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..... of Regulation 23 (6) read with Regulation 2 (1) (b) of these Regulations, in respect of non-association with trading member or clearing member. (i) Details of regulatory action taken against by any statutory authority in India. (j) Details of activities that may in the opinion of the director, lead to his disqualification. (k) Association with trading members/clearing members of stock exchanges/clearing corporations. (l) Disclosure of the names of his dependents associated with the securities market as member, sub-broker, authorized person or holding any SEBI registration. (m) An undertaking that he shall abide by the code of conduct and code of ethics prescribed in Part A and Part B of Schedule II to these Regulations. ( .....

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..... s from the last working day of the existing Managing Director. ] (2) In case a vacancy of managing director arises due to unforeseen reasons, the stock exchange/ clearing corporation shall forward the new names to the Board within 60 days from the date of submission of resignation or such vacation of office. 4 [(III) ] Public Interest Directors:- 10 [ (1) The names of the public interest directors shall be forwarded to the Board after the approval of the governing board of the recognised stock exchange or recognised clearing corporation. The shareholders approval shall not be necessary. A minimum of two names shall be submitted to the Board for each vacancy of public interest directors, two months before such vacancy. ] .....

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..... ttendance details on meetings of various mandatory committees and on the governing board of the recognised stock exchange or recognised clearing corporation, performance review and the reasons for extension of term. ] 15 [ (5) The existing public interest director, may continue holding the post for a maximum period of three months from the date of expiry of their term or till a new public interest director is appointed, whichever is earlier, only if the governing board does not meet the mandatory regulatory requirements on its composition. ] 5 [(IV) ] 16 [non-independent directors.] (1) The names of persons to be appointed as 17 [ non-independent directors ] shall first be approved by the governing board of the stock ex .....

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..... within thirty days from the date of approval of the Reserve Bank of India and submit a compliance report within one week from the date of appointment. ] (2) In case any other official of the stock exchange/ clearing corporation is appointed on the governing board in addition to the Managing Director, the same shall be subject to the approval of shareholders and the Board, in that order. 19 [ (VII) The recognised stock exchange and recognised clearing corporation shall provide at least seven days of training to all directors each year. ] ******** Notes 1. Substituted vide NOTIFICATION No. SEBI/LAD-NRO/GN/2019/21 dated 04-06-2019 before it was read as In case of re-appointment, or extension of appointment, th .....

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..... ed vide Notification No. SEBI/LAD-NRO/GN/2023/124 dated 28-02-2023 (shall come into force on the one hundred and eightieth day from the date of their publication in the Official Gazette) before it was read as, (1) The names of public interest directors shall be forwarded to the Board after the approval of the Board of the stock exchange/clearing corporation. The shareholders approval shall not be necessary. A minimum of two names shall be submitted to the Board for each vacancy of public interest directors. 11. Substituted vide Notification No. SEBI/LAD-NRO/GN/2023/124 dated 28-02-2023 (shall come into force on the one hundred and eightieth day from the date of their publication in the Official Gazette) before it was read as .....

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..... tock exchange/ clearing corporation shall apply to the Board two months before the expiry of the term. In addition to the other requirements prescribed herein, the application for extension of term of the public interest director shall be accompanied with, his attendance details on meetings of various mandatory committees and on the governing board of the stock exchange / clearing corporation, performance review and the reasons for extension of term. 15. Substituted vide Notification No. SEBI/LAD-NRO/GN/2023/124 dated 28-02-2023 (shall come into force on the one hundred and eightieth day from the date of their publication in the Official Gazette) before it was read as, (5) The existing public interest director shall continue hol .....

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