GTT Data Solutions Limited provided an explanation for the delay in disclosing the vacation of office of Independent Director Mr. Samarjeetsinh Vikramsinh Ghatge, attributing the lapse to the timing of observations from its Annual Secretarial Compliance Report (ASCR). The director vacated his office on August 14, 2025, pursuant to Section 167(1)(b) of the Companies Act, 2013, due to absence from all Board meetings held over a twelve-month period. The company submitted the additional information to BSE Limited on June 4, 2026, in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The company stated that the applicability of Section 167(1)(b) was identified during a review of observations received from the Secretarial Auditor in connection with the ASCR, which was received on May 30, 2026. Following the receipt of the report, the company undertook a review of relevant records to ascertain the factual position and determine the applicable date of vacation of office.

Verification of records, including Board attendance records, commenced on June 1, 2026, the first working day after the ASCR was received. The company confirmed the applicability of the legal provision and the effective date of cessation before making the requisite disclosure on June 2, 2026. The submission asserts that the disclosure was made promptly upon identification and verification of the matter.

Details of Cessation

The notification was signed by Ebrahim Saifuddin Nimuchwala, Company Secretary & Compliance Officer, on behalf of GTT Data Solutions Limited (formerly known as Cinerad Communications Limited).

GTT Data Solutions Limited was fined ₹1,55,000 plus GST by BSE Limited for failing to maintain the required proportion of Independent Directors on its Board. The penalty, imposed on May 27, 2026, addresses a non-compliance with Regulation 17(1) of the SEBI (LODR) Regulations, 2015, which mandates that at least 50% of the Board must comprise Independent Directors. The company stated the financial impact is limited to the fine amount and does not affect its operations or financial position.

The violation arose consequentially after the appointment of an additional Non-Executive Director increased the total Board strength, thereby reducing the percentage of Independent Directors below the statutory threshold. The disclosure clarified that the lapse was not due to the resignation or removal of any existing Independent Director but was a result of the change in Board composition triggered by the new appointment.

To address the non-compliance, the company's Nomination and Remuneration Committee and the Board initiated a process to identify suitable candidates. Following due diligence, the Board approved the appointment of Mr. Sai Manik Sud as an Independent Director with effect from May 26, 2026. This appointment restores full compliance with Regulation 17 of the Listing Regulations. A separate disclosure regarding the appointment has been submitted to the exchange.