Biswajit Dasgupta
About Biswajit Dasgupta
Biswajit Dasgupta, age 58, has served as an independent director of Aeries Technology, Inc. (AERT) since November 2023; he is a chartered accountant and holds a Bachelor of Commerce from Sri Ram College of Commerce, with certifications in Fintech from Harvard University and Financial Markets from ACI FMA . His background spans senior roles in treasury, institutional and corporate banking, investment sales, product development and debt capital markets, including CIO/Head of Global Markets at Emirates Investment Bank and Executive Director of Treasury at Abu Dhabi Investment Company .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Emirates Investment Bank | Chief Investment Officer and Head of Global Markets | Not disclosed | Oversight of markets and investment activities (biography) |
| Abu Dhabi Investment Company | Executive Director of Treasury | Not disclosed | Led treasury functions (biography) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| JRC Corporate Consulting | Partner | Not disclosed | Ongoing advisory capacity |
| Arthur D. Little | Senior Advisor | Not disclosed | Strategic advisory role |
| EIB Enhanced Liquidity Fund | Board Director | Not disclosed | Fund board directorship |
Board Governance
- Independence: The Board determined that Mr. Dasgupta is independent under SEC and Nasdaq standards .
- Committees: Member, Audit Committee (all three members qualify as “audit committee financial expert”); Chair, Nominating and Corporate Governance Committee .
- Attendance and engagement: In fiscal 2024, the Board held 5 meetings (plus 6 written consents); no director attended fewer than 75% of combined Board and committee meetings; the audit committee held 3 meetings (plus 2 consents), compensation committee acted via 2 consents, and nominating committee held 1 meeting with >75% attendance by members .
- Board structure: Controlled-company status via Class V share; company states it does not intend to rely on controlled company exemptions, but may in the future; Board majority independent at present .
- Governance changes: Proposal to declassify Board to one-year terms after initial staggered terms; Class I includes Biswajit Dasgupta and is up for appointment at the March 27, 2025 AGM .
Committee Assignments
| Committee | Membership | Chair | Notes |
|---|---|---|---|
| Audit | Alok Kochhar; Biswajit Dasgupta; Nina B. Shapiro | Nina B. Shapiro | All members independent, financially literate, and designated “audit committee financial experts” |
| Compensation | Alok Kochhar; Nina B. Shapiro | Alok Kochhar | Independent composition; oversight of exec and director pay |
| Nominating & Corporate Governance | Alok Kochhar; Biswajit Dasgupta; Ramesh Venkataraman | Biswajit Dasgupta | Oversees governance practices and board evaluations |
Fixed Compensation
| Component | FY2024 Amount | Policy/Agreement |
|---|---|---|
| Fees earned (cash) | $20,171 | Non-Executive Director agreement: $50,000 annual fee; eligible for up to 75,000 RSUs |
- Compensation committee reviewed director pay; members have no Item 404 related-party relationships that would impair independence in compensation decisions .
Performance Compensation
| Component | FY2024 Amount | Notes |
|---|---|---|
| Stock awards | - (none disclosed) | Non-Exec Director eligible for up to 75,000 RSUs under 2023 Plan |
| Option awards | - (none disclosed) | No director option grants disclosed for FY2024 |
| Non-equity incentive plan | - (none disclosed) | Directors compensated primarily via cash fees |
- Equity plan governance: 2023 Equity Incentive Plan administered by Board/Comp Committee with clawback provisions; Amendment No. 1 seeks to increase share reserve and add evergreen feature; director awards administered by the Board .
Other Directorships & Interlocks
| Company/Entity | Role | Potential Interlock | Notes |
|---|---|---|---|
| EIB Enhanced Liquidity Fund | Board Director | Not disclosed | No AERT-related transactions disclosed – |
- No compensation committee interlocks or insider participation requiring disclosure were reported for committee members; Mr. Dasgupta chairs the nominating committee, not compensation .
Expertise & Qualifications
- Chartered Accountant (India); Bachelor of Commerce, Sri Ram College of Commerce; certifications in Fintech (Harvard University) and Financial Markets (ACI FMA) .
- Financial, treasury, and capital markets expertise; designated with audit committee financial expertise alongside fellow members .
Equity Ownership
| Holder | Class A Shares Beneficially Owned | % of Class A Outstanding | Voting % in Aeries |
|---|---|---|---|
| Biswajit Dasgupta | 0 | 0% | 0% |
- Hedging of company stock is prohibited for directors; pledging policy not disclosed .
- Class V share mechanics materially influence director appointments (51% voting in extraordinary events including appointment/removal of directors), affecting the shareholder voting context for director elections .
Governance Assessment
- Strengths: Independent status, chairmanship of the nominating & governance committee, and audit committee membership with “financial expert” designation support oversight quality and governance rigor .
- Engagement: Disclosure indicates compliance with ≥75% attendance thresholds for Board and committees in FY2024, a positive signal of engagement .
- Alignment risk: No reported share ownership as of the record date may limit “skin-in-the-game” alignment versus peers who hold equity; while eligible for RSUs, none were disclosed granted to him in FY2024 .
- Controlled company context: Class V voting power and controlled-company status introduce structural governance risk (potential to override minority holders on director appointments), though the company states it does not currently intend to rely on related exemptions .
- Conflicts: No related-party transactions involving Mr. Dasgupta were disclosed; broader related-party dealings center on entities affiliated with the chairman/majority shareholder, which are monitored under the company’s related person transactions policy –.
RED FLAGS: Controlled-company dynamics around director appointments via the Class V share (51% voting in extraordinary events including director appointment/removal) can weaken minority shareholder influence and represent a governance risk despite current intentions not to rely on exemptions .