IIFL Wealth is committed to placing the Investor First, by continuously striving to increase the efficiency of the operations as well as the systems and processes for use of corporate resources in such a way so as to maximize the value to the stakeholders. The Group aims at achieving not only the highest possible standards of legal and regulatory compliances, but also of effective management.
Mr. Nilesh Vikamsey
Independent Director, Chairman
Nilesh Vikamsey is an Independent Director and the Chairman of the Board of our Company. He holds a bachelor’s degree in commerce from S.P. Mandali’s R.A. Podar College of Commerce and Economics. He is a qualified chartered accountant, holds a diploma in information system audit from the ICAI, is an elected member of the Central Council of the ICAI, and was, previously, the president of the ICAI. He is a senior partner at Khimji Kunverji & Co. He has also, in the past, held the position of chairman of the Qualified Audit Report Committee of SEBI. He was also a member of the Committee on Corporate Governance and the Committee on Disclosures and Accounting Standards constituted by SEBI. He was previously an observer on the board of the International Federation of Accountants and a member of its technology advisory group. He was also a member of the Insurance Regulatory and Development Authority of India. In addition, he is currently a member of SEBI’s Primary Market Advisory Committee and the Advisory Committee on Mutual Funds. Further, he is also a member of the sub-group formed by the audit committee of Coal India Limited and the disciplinary committee of the CDSL.
Mr. Nirmal Jain
Non-Executive Director & Promoter
Nirmal Jain is a Non-Executive Director on the Board of our Company. He holds a bachelor’s degree in commerce from the University of Mumbai and a post graduate diploma in management from the Indian Institute of Management, Ahmedabad, and is a qualified chartered accountant. He is also a qualified cost accountant and obtained the all India second rank in an examination conducted by the Institute of Cost Accountants of India in 1987. He is also a qualified cost accountant. He has experience in the financial services sector and the fast-moving consumer goods sector. He founded IIFL Finance Limited in 1995 and is the current chairman of its board. Prior to this, he worked with Hindustan Unilever Limited (previously Hindustan Lever Limited), where he was responsible for, among others, export and trading in agro-commodities. He was conferred the CA Entrepreneur Leader award by the ICAI in the year 2018 in the financial services category, Entrepreneur of the Year award at the Franchise Awards, 2012. and the Pride of India Gold Medal by the NRI Institute in the year 2009.
Mr. R Venkataraman
Non-Executive Director & Promoter
Venkataraman Rajamani is a Non-Executive Director on the Board of our Company. He holds a bachelor’s degree in electronics and electrical communications engineering from the Indian Institute of Technology, Kharagpur and a post graduate diploma in management from the Indian Institute of Management, Bangalore. He joined IIFL Securities Limited in 1999 and is currently a promoter and the managing director of IIFL Finance Limited. He has significant experience in the financial services sector. Prior to this, he worked with ICICI Limited, ICICI Securities Limited, and Taib Capital Corporation Limited. He has also served as the assistant vice president of GE Capital Services India Limited in their private equity division. He has been accredited as ‘Best CEO’ by BW Businessworld in the ‘large corporate’ category in 2018.
Mr. Karan Bhagat
Founder, MD & CEO
Karan Bhagat is Managing Director and Chief Executive Officer of IIFL Wealth & Asset Management. Karan joined IIFL Holdings Ltd. (formerly India Infoline) to set up IIFL Wealth & Asset Management in 2008. Karan has more than two decades of experience in the financial services industry. He is responsible for providing direction and leadership towards the achievement of the organization’s philosophy, mission, vision and its strategic goals and objectives. He has built a team of experienced and talented professionals, who manage some of the most distinguished families in India & abroad. Under his able leadership, IIFL Wealth & Asset Management has grown from its humble beginnings to one of the leading wealth management companies in India managing more than USD25 billion in client assets. He featured in Fortune India’s ‘40 under 40’ list in 2016 and 2017 and The Economic Times ‘40 under Forty’ list in 2017. He has received the URS Asia One Global Indian of the Year award in 2018. Karan holds an MBA in Finance from the Indian Institute of Management, Bangalore and acquired his bachelor’s degree in Commerce from St. Xavier’s College, Kolkata.
Mr. Yatin Shah
Co-Founder, Executive Director
Yatin is Non-Executive Director at IIFL Wealth & Asset Management and has more than two decades of experience in the financial services industry, across equity research and private wealth management. Yatin focuses on the wealth advisory practice besides client services, marketing and client experiences. He is responsible for introducing the IIFL Wealth & Asset Management proposition to new clients, as well as expanding the relationship with existing clients. Under Yatin’s leadership, the company has emerged as one of the prominent leaders in the domestic private wealth management space. He started his career in Equity Research with Khandwala Securities, after which he was associated with Kotak in their Wealth Management division. Yatin has acquired his M.Sc. degree in Finance from Cass Business School, London.
Mr. Sandeep Naik
Sandeep Naik is a Nominee Director on the Board of our Company. He is currently the managing director and head of the India and Asia-Pacific business of General Atlantic. He holds a bachelor’s degree in technology (specializing in instrumentation engineering) from the University of Mumbai a master’s degree in science (specializing in biomedical engineering) from the Virginia Commonwealth University School of Medicine and a master’s degree in business administration (specializing in finance) from the Wharton School, the University of Pennsylvania. Prior to joining General Atlantic Singapore Fund Pte Limited in 2012, he served as partner and co-head of India for Apax Partners India Advisers Private Limited. He was also co-founder of InfraScan Inc. He was selected as a young global leader by the World Economic Forum and has previously served on the global agenda council of the ‘new order of economic thinking’.
Mr. Shantanu Rastogi
Shantanu Rastogi is a Nominee Director on the Board of our Company. He is currently a managing director at General Atlantic Singapore Fund Pte Limited, where he is responsible for investments in the financial services, healthcare, and retail and consumer sectors in India and Asia-Pacific. He holds a bachelor’s degree in engineering from the Indian Institute of Technology, Mumbai and and a master’s degree in business administration from the Wharton School, the University of Pennsylvania He has approximately 14 years of experience in the fields of private equity and finance. He has previously worked as a business consultant with McKinsey & Company India LLP.
Ms. Geeta Mathur
Geeta Mathur is an Independent Director on the Board of our Company. She holds a bachelor’s degree in Commerce from the University of Delhi and is a qualified chartered accountant. She specialises in the areas of project, corporate, and structured finance; treasury; investor relations; and strategic planning. She started her career with ICICI, where she worked for over 10 years in the field of project, corporate and structured finance as well represented ICICI on the Board of reputed companies such as Eicher Moters, Siel Limited etc. She then worked in various capacities in large organizations such as IBM and Emaar MGF across areas of Corporate Finance, Treasury, Risk Management and Investor relations. She is the Co-chair for the India Chapter of Woman Corporate Directors Foundation, a global organization working towards increasing the participation of woman on corporate boards and board leadership position.
Mr. S Narayan
Subbaraman Narayan is an Independent Director on the Board of our Company. He holds a bachelor’s degree and a master’s degree in physics from Madras University. He has 40 years of experience in the fields of economics, economic policy, and administration. He has been a senior research fellow at the Institute of South Asian Studies, National University of Singapore since 2005. He has previously held the positions of finance and economic affairs secretary; economic advisor to the Prime Minister of India; secretary in the Department of Revenue, Ministry of Finance, Government of India; secretary, Ministry of Petroleum and Natural Gas, Government of India; and secretary, Department for Promotion of Industry and Internal Trade, Ministry of Commerce and Industry, Government of India.
Mr. Pankaj Vaish
Mr. Pankaj Vaish is an Independent Director on the Board of our Company. He holds a bachelor’s degree and is a gold medalist in Mechanical Engineering from IIT-BHU and master’s degree in management from Carlson School of Management, University of Minnesota, Minneapolis, USA . He has more than 34 years of experience in Technology Transformation, Consulting, Offshoring, Outsourcing, Building and Scaling Businesses. He is actively engaged in the financial services industry and is associated with companies across segments of the industry. He is a consultant and a business advisor. In addition, as part of his participation in India’s startup ecosystem, he is supporting various technology product and services companies in sharpening their market focus and scaling their businesses. He started his career in 1985 with Accenture and was part of the founding team for Accenture India. Currently, he is a Professor of ‘Practice of Management’ at the Amrut Mody School of Management (AMSOM), Ahmedabad University.
Mr. G Soundarajan
Mr. Gopalakrishnan Soundarajan is the Managing Director at Hamblin Watsa Investment Counsel Ltd. Prior to this, he was the Chief Investment Officer of ICICI Lombard, the largest private sector property and casualty insurance company in India. He held the position of head of investments at ICICI Lombard from 2001 to 2018 and was a member of the investment committee. Mr. Gopalakrishnan Soundarajan holds a Bachelor of Commerce degree from the University of Madras, is a member of the Institute of Chartered Accountants of India and is a Qualified Chartered Financial Analyst and Member of the CFA Institute in the United States. He is also on the Board of Directors of several public and private companies.
The Audit Committee comprises the following Directors as its members:
Member and Nominee Director
Non executive Director
Terms of Reference of Audit Committee
oversight of the listed entity’s financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible;
recommendation for appointment, remuneration and terms of appointment of auditors of the listed entity;
approval of payment to statutory auditors for any other services rendered by the statutory auditors;
reviewing, with the management, the annual financial statements and auditor's report thereon before submission to the board for approval, with particular reference to:
(a) matters required to be included in the director’s responsibility statement to be included in the board’s report in terms of clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013;
(b) changes, if any, in accounting policies and practices and reasons for the same;
(c) major accounting entries involving estimates based on the exercise of judgment by management;
(d) significant adjustments made in the financial statements arising out of audit findings;
(e) compliance with listing and other legal requirements relating to financial statements;
(f) disclosure of any related party transactions;
(g) modified opinion(s) in the draft audit report;
reviewing, with the management, the quarterly financial statements before submission to the board for approval;
reviewing, with the management, the statement of uses / application of funds raised through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document / prospectus / notice and the report submitted by the monitoring agency monitoring the utilisation of proceeds of a public or rights issue, and making appropriate recommendations to the board to take up steps in this matter;
reviewing and monitoring the auditor’s independence and performance, and effectiveness of audit process;
approval or any subsequent modification of transactions of the listed entity with related parties;
scrutiny of inter-corporate loans and investments;
valuation of undertakings or assets of the listed entity, wherever it is necessary;
evaluation of internal financial controls and risk management systems;
reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control systems;
reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit;
discussion with internal auditors of any significant findings and follow up there on;
reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board;
discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern;
to look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors;
to review the functioning of the whistle blower mechanism;
approval of appointment of chief financial officer after assessing the qualifications, experience and background, etc. of the candidate;
Carrying out any other function as is mentioned in the terms of reference of the audit committee;
reviewing the utilization of loans and/ or advances from/investment by the holding company in the subsidiary exceeding rupees 100 crore or 10% of the asset size of the subsidiary, whichever is lower including existing loans / advances / investments existing as on the date of coming into force of this provision; and
mandatorily review the following:
(a) management’s discussion and analysis of financial condition and results of operations;
The Nomination and Remuneration Committee comprises the following Directors as its members:
Member and Nominee Director
Non executive Director
Terms of Reference of Nomination & Remuneration Committee
1. Formulation of the criteria for determining qualifications, positive attributes and independence of a Director, and recommend to the Board a policy, relating to the remuneration of the Directors, Key Managerial Personnel and other employees;
2. Formulation of the criteria for evaluation of performance of Independent Directors and the Board;
3. Devising a policy on Board diversity;
4. Identifying persons who are qualified to become Directors and who may be appointed in senior management in accordance with the criteria laid down and to recommend to the Board their appointment and / or removal;
5. Consider extension or continuation of the term of appointment of the Independent Directors on the basis of the report of performance evaluation of Independent Directors;
6. Specifying the manner for effective evaluation of performance of Board, its committees and individual Directors and review its implementation and compliance;
7. Recommend / review remuneration of the managing director(s) and whole-time director(s) based on their performance and defined assessment criteria;
8. Administer, monitor and formulate detailed terms and conditions of the employees’ stock option scheme;
9. Annual performance evaluation of the committee;
10. Review the information on recruitment and remuneration of senior officers just below the level of board of directors, including appointment or removal of Chief Financial Officer and the Company Secretary; and
11. To carry out any other function as is mandated by the Board from time to time and / or enforced by any statutory notification, amendment or modified as may be applicable.
The Corporate Social Responsibility Committee comprises the following Directors as its members:
Member and Nominee Director
Non executive Director
Terms of Reference of Corporate Social Responsibility Committee (CSR)
1. Recommend the amount of expenditure to be incurred on CSR activities; and
2. Monitor that the company spends, in every financial year, at least 2%. of the average net profits of the company made during the 3 immediately preceding financial years for CSR activities and review the reasons for not being able to spend such amount.
The Stakeholders Relationship Committee comprises as under:
Terms of Reference of Stakeholders Relationship Committee
1. Approval of transfer/transmission of shares/debentures and such other securities as may be issued by the Company from time to time;
2. Approval to issue of duplicate share certificates for shares/debentures and other securities reported lost, defaced or destroyed, as per the laid down procedure;
3. Approval to issue new certificates against subdivision of shares, renewal, split or consolidation of share certificates / certificates relating to other securities;
4. Approval to issue and allot right shares / bonus shares pursuant to a Rights Issue / Bonus Issue made by the Company, subject to such approvals as may be required;
5. To approve and monitor dematerialization of shares / debentures / other securities and all matters incidental or related thereto;
6. Monitoring expeditious redressal of investors / stakeholders grievances;
7. Review of measures taken for effective exercise of voting rights by shareholders
8. Review of adherence to the service standards adopted by the listed entity in respect of various services being rendered by the Registrar & Share Transfer Agent.
9. Review of the various measures and initiatives taken by the listed entity for reducing the quantum of unclaimed dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices by the shareholders of the company.
10. All other matters incidental or related to shares, debentures and other securities of the Company.
The Risk Management Committee comprises the following Directors as its members:
Member and Managing Director
Member and Nominee Director
Non executive Director
Terms of Reference of Risk Management Committee
1. Reviewing risks including cyber security and evaluating the treatment including initiating mitigation actions;
2. To monitor and review the risk management plan of the Company;
3. To oversee risk management process, systems and measures implemented to mitigate the same;
4. Any other matter as may be mandated/referred by the Authority/Board.
- Code of Conduct of Board of Directors and Senior Management Personnel
- Whistle Blower Policy
- Policy for determining Material Subsidiary
- Policy on Related Party Transactions
- Familiarization Programme for Independent Directors
- Policy on Board Diversity
- Policy on Preservation of Documents Archival policy
- Policy on determination of materiality of information and events
- Corporate Social Responsibility Policy
- Dividend Distribution Policy