These Terms & Conditions outline the framework for the appointment, duties, and responsibilities of Independent Directors of Ritu Housing, in accordance with the applicable provisions of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014, including any statutory amendments or re-enactments thereof.

1. Appointment & Tenure
Independent Directors are appointed pursuant to Sections 149, 150, 152 and Schedule IV of the Companies Act, 2013.
Their tenure will be consistent with applicable statutory requirements.

(i). Independent Directors shall not be liable to retire by rotation.
(ii). Continuation of their appointment will be subject to re-election by shareholders as per the Act and the Articles of Association of Ritu Housing.
(iii). No compensation is payable if shareholders choose not to re-elect an Independent Director.
(iv). The appointment may be terminated in accordance with the Articles of Association and relevant legal provisions.

2. Roles, Duties & Responsibilities
Independent Directors shall perform the roles and obligations as set out under the Companies Act, 2013. In line with Section 166 and Schedule IV, they are required to:

Act with Integrity & Purpose
(i). Act in accordance with the Articles of Association of Ritu Housing.
(ii). Act in good faith to promote the objectives of the Company for the benefit of its members as a whole.
(iii). Act in the best interests of the Company, its employees, shareholders, communities, and the environment.

Maintain Professional Conduct
(i). Exercise duties with due and reasonable care, skill, and diligence.
(ii). Avoid situations that may involve direct or indirect conflicts of interest with the Company.
(iii). Not seek or obtain any undue gain or advantage for themselves or related parties.
(iv). Not assign their office or any responsibilities associated with it.Compliance with the Code for Independent Directors
Independent Directors shall adhere to the Code for Independent Directors as specified in Schedule IV of the Companies Act, 2013, along with all applicable duties and guidelines prescribed therein.

3. Code of Conduct & Governance
Independent Directors are expected to:
(i). Uphold the highest standards of corporate governance,
(ii). Ensure transparency, ethical decision-making, and accountability,
(iii). Bring independent judgment to Board deliberations and committee proceedings.

4. Communication Consent
By engaging with Ritu Housing’s digital platforms or participating in governance activities, Independent Directors consent to receive communications—including emails, phone calls, and SMS—related to Company operations, compliance, and governance updates.
Valid contact details will be required to facilitate such communication.