Kalpana Morparia
Director at PM
Board
About Kalpana Morparia
Kalpana Morparia, age 75, has served on PM’s Board since 2011. She is Founder & Managing Partner of KalMor Advisors LLP and brings deep executive leadership in finance, legal training, and international business, with particular expertise across Asia; she currently chairs PM’s Nominating & Corporate Governance Committee and serves on the Compensation & Leadership Development and Science & Technology Committees .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| KalMor Advisors LLP | Founder & Managing Partner | Since 2021 | Strategy/corporate advisory experience |
| JPMorgan Chase & Co. | Chairman, South & Southeast Asia | Mar 2019–Feb 2021 | Regional leadership, financial services oversight |
| JPMorgan Chase & Co. | CEO, South & Southeast Asia | Apr 2016–Mar 2019 | P&L leadership across Asia |
| J.P. Morgan India | CEO | 2008–2016 | Country CEO responsibilities |
| ICICI Group (India) | Vice Chair, Insurance & Asset Mgmt | 2007–2008 | Multi-business governance and oversight |
| ICICI Bank | Joint Managing Director | 2001–2007 | Senior operating leadership in highly regulated sectors |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| HSBC Holdings plc | Director | Current | Public company board experience |
| The Great Eastern Shipping Co. Ltd. | Director | Current | Public company board experience (India) |
| Fashnear Technologies Pvt. Ltd. (d/b/a Meesho) | Director | Current | Technology/commerce exposure |
| Dr. Reddy’s Laboratories Ltd. | Director | Jun 2007–Jul 2024 (prior) | Pharma governance experience |
| Hindustan Unilever Limited | Director | Oct 2014–Oct 2024 (prior) | Consumer goods governance experience |
| Delhivery Limited | Director | Oct 2021–Feb 2023 (prior) | Logistics/technology exposure |
Board Governance
- Committee assignments and roles:
- Nominating & Corporate Governance Committee: Chair; meetings in 2024: 4; mandate includes board composition, independence determinations, self-evaluations, political/lobbying oversight, director compensation, and review of related person transactions .
- Compensation & Leadership Development Committee: Member; meetings in 2024: 5; oversees executive compensation, succession, ownership guidelines, and clawbacks .
- Science & Technology Committee: Member; meetings in 2024: 4; oversees long-term product portfolio strategy and regulatory trends for SFPs and Wellness/Healthcare .
- Independence: The Board affirmatively determined Morparia is independent under NYSE standards and PM’s Corporate Governance Guidelines .
- Attendance/engagement: In 2024, all nominees (including Morparia) attended at least 80% of aggregate Board and committee meetings; the Board held 6 regular meetings and independent directors meet in executive session at regular Board meetings .
- Overboarding controls: Governance Committee reviews director time commitments and potential impairment from additional public-company roles per PM’s policy .
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual cash retainer | $125,000 | Standard director cash retainer |
| Committee chair fee (Nominating & Corporate Governance) | $35,000 | Other committee chair retainers set at $35,000; Audit Chair at $50,000 |
| Total cash fees (2024) | $160,000 | Reported as “Fees Earned or Paid in Cash” |
| All other compensation (2024) | $228 | Group term life insurance premium |
| Total director compensation (2024) | $335,264 | Sum of cash, stock award fair value, and other comp |
Performance Compensation
Directors receive annual equity grants as common stock; there are no stock options and director equity is not performance-conditioned. Directors may elect to defer awards and retainers into deferred share equivalents; PM enforces anti-hedging/anti-pledging and a share retention requirement equal to at least 5x the annual cash retainer .
| Equity Component | Grant Date | Shares/Units | Grant-Date Fair Value (USD) | Vesting/Terms | Performance Metrics |
|---|---|---|---|---|---|
| Annual equity award (common stock) | May 2024 | 1,789 shares | $175,036 | Shares granted to each non-employee director; deferral election available; no stock options | None (director equity is not tied to KPIs) |
Other Directorships & Interlocks
- Current public boards: HSBC Holdings plc; The Great Eastern Shipping Co. Ltd. .
- Private/tech: Meesho (Fashnear Technologies Private Limited) .
- Prior public boards: Dr. Reddy’s Laboratories; Hindustan Unilever; Delhivery .
- PM policy framework mitigates interlock/conflict risk via independence determinations, related-person transaction review by Governance Committee, and time-commitment assessments .
Expertise & Qualifications
- Executive leadership in global finance and Asia-focused markets; legal background; extensive experience in highly regulated industries. PM cites her perspective on Asian economies and governance acumen as Governance Chair .
Equity Ownership
| Item | Value |
|---|---|
| Beneficial ownership (as of Mar 14, 2025) | 26,115 shares |
| Shares outstanding (as of Mar 14, 2025) | 1,556,488,205 |
| Ownership as % of shares outstanding | ≈0.0017% (26,115 ÷ 1,556,488,205) |
| Deferred shares (2024 director deferrals) | Not listed for Morparia in 2024; table identifies others who deferred |
| Anti-hedging/anti-pledging | Directors prohibited from hedging/pledging; retention requirement = at least 5x annual cash retainer |
Alignment signal: Using PM’s referenced closing price of $151.88 on March 14, 2025, 26,115 shares approximate $3.97 million in value, well above the $625,000 retention threshold (5×$125,000) .
Governance Assessment
- Strengths:
- Independent director with long tenure and relevant expertise; chairs Governance, directly overseeing independence, board evaluations, director compensation, lobbying/political spending, and related-person transaction reviews .
- Solid engagement: Board/committee attendance ≥80%; active membership across Compensation (5 meetings) and Science & Technology (4 meetings) in 2024, indicating high involvement in both human capital and product strategy oversight .
- Ownership alignment: Material common stock holdings, strict anti-hedging/anti-pledging, and robust retention requirements; no stock options; equity grants in common stock support shareholder alignment .
- Potential watch items:
- Multiple external commitments: Two current public-company boards plus private roles; PM’s policy requires Governance Committee review of time commitments—no impairment flagged, but ongoing monitoring is prudent .
- Related-party exposure: Governance Committee actively reviews/ratifies related-person transactions; 2024 disclosure notes a management-related transaction, none involving Morparia .
Insider Trades
- Section 16(a) compliance: Company states required reports were timely in 2024 except two late filings for other individuals; no late filings or issues identified for Morparia in the disclosure .
Notes: All data from PM’s 2025 Proxy Statement (DEF 14A).