Ashok Leyland, a flagship company of the Hinduja Group, has announced a significant reconstitution of its key board committees. The changes, approved by the Board on June 24, 2025, will come into effect from June 29, 2025. This strategic reshuffle follows the conclusion of the second term of office for Ms. Manisha Girotra as an Independent Director, which ends on June 28, 2025.
Reconstituted Board Committees (w.e.f. June 29, 2025)
Committee
Name of the Director
Position in Committee
Status
Stakeholders Relationship Committee
Dr. V. Sumantran
Chairman
Independent Director
Mr. Dheeraj G. Hinduja
Member
Chairman of the Board
Mr. Shenu Agarwal
Member
Managing Director & Chief Executive Officer
Corporate Social Responsibility Committee
Mr. Dheeraj G. Hinduja
Chairman
Chairman of the Board
Dr. V. Sumantran
Member
Independent Director
Mr. Sanjay K. Asher
Member
Non-Executive Non-Independent Director
Mr. Shenu Agarwal
Member
Managing Director & Chief Executive Officer
Nomination and Remuneration Committee
Mr. Saugata Gupta
Chairman
Independent Director
Mr. Jose Maria Alapont
Member
Independent Director
Dr. V. Sumantran
Member
Independent Director
Detailed Committee Analysis
The reconstitution affects three critical committees responsible for governance, stakeholder engagement, and corporate responsibility. Nomination and Remuneration Committee: This crucial committee will now be chaired by Mr. Saugata Gupta, an Independent Director. He will be joined by fellow Independent Directors Mr. Jose Maria Alapont and Dr. V. Sumantran. The composition, consisting entirely of independent directors, aligns with strong corporate governance principles, ensuring impartiality in decisions related to executive appointments and compensation. Stakeholders Relationship Committee: Dr. V. Sumantran, an Independent Director, has been appointed as the new Chairman of this committee. The committee also includes Mr. Dheeraj G. Hinduja, the Chairman of the Board, and Mr. Shenu Agarwal, the company's Managing Director & Chief Executive Officer. This composition ensures that stakeholder grievances and relations are handled with oversight from the highest levels of the company's management and board. Corporate Social Responsibility (CSR) Committee: The CSR committee will be led by Mr. Dheeraj G. Hinduja, Chairman of the Board. The committee comprises a diverse group of members, including Dr. V. Sumantran (Independent Director), Mr. Sanjay K. Asher (Non-Executive Non-Independent Director), and Mr. Shenu Agarwal (MD & CEO). This structure brings together executive, independent, and non-independent perspectives to guide the company's social responsibility initiatives.
Strategic Governance Implications
The departure of Ms. Manisha Girotra has prompted a strategic realignment of responsibilities among the remaining board members. The new structure highlights the significant roles of key individuals within the company's governance framework. Dr. V. Sumantran is now a member of all three reconstituted committees, underscoring his integral role as an Independent Director. Similarly, the direct involvement of the Board Chairman, Mr. Dheeraj G. Hinduja, and the MD & CEO, Mr. Shenu Agarwal, in multiple committees signals a hands-on approach to governance and operational oversight.
Market Context
This announcement is a procedural corporate governance update filed with the National Stock Exchange (NSE) and BSE Limited. Such changes are routine and essential for maintaining compliance and ensuring smooth board operations following changes in directorship. While not directly impacting financial performance, a well-structured and compliant committee framework is crucial for investor confidence. Ashok Leyland trades on the NSE under the scrip code ASHOKLEY and on the BSE under the scrip code 500477.
