Company: Confidential Indian semiconductor manufacturing and technology platform

Board location: Hyderabad, with operating reviews in Greater Noida and selected overseas technology-partner locations

Appointment: Independent Director, Non-Executive

Intended committee role: Chair, Technology, Capital Projects & Risk Committee; member, Audit Committee

Expected commitment: 28–35 days annually, including Board and committee preparation, plant reviews, technology workshops and one annual strategy off-site

Company context The company is building an advanced semiconductor assembly, packaging and testing platform serving automotive, industrial, communications, power-electronics, aerospace and selected sovereign applications. Its planned capabilities include high-density packages, system-in-package modules, power modules, sensor packaging, reliability testing and product-specific final test. The business will operate at the intersection of global semiconductor supply chains, Indian industrial policy, long customer-qualification cycles and rapidly changing package architectures.

The investment programme is expected to exceed ₹2,500 crore across clean rooms, packaging lines, utilities, laboratories, test equipment, information systems and workforce development. Revenue will ramp only after product qualification, process validation and customer approval. Early accounting earnings can therefore diverge materially from cash consumption, installed capacity, qualified capacity and commercially utilised capacity.

Board mandate The Independent Director will provide Board-level challenge over technology selection, capex sequencing, customer qualification, manufacturing yield, public incentives, intellectual property and geopolitical exposure. The appointee must be capable of distinguishing a strategically important project from an economically underwritten project—and of requiring both conditions to be satisfied.

The director will not act as chief technologist, project manager, equipment buyer or government-relations adviser. Management will own execution. The Board role is to establish decision gates, demand independent evidence, protect minority shareholders and ensure that technical optimism is not translated prematurely into capacity, revenue or valuation claims.

Strategic agenda

1. Technology and product architecture: Establish a rolling package-technology roadmap by end market, package family, substrate, interconnect, thermal requirement, test complexity and customer migration path. Require management to identify where the company owns process know-how, where it depends on licensed technology and where differentiation rests only on subsidised capacity.
2. Capex stage gates: Divide the capital programme into land and utilities, clean-room readiness, equipment installation, process qualification, customer qualification and commercial ramp. Each release of capital must be supported by defined evidence on customer demand, technology maturity, utility reliability, trained personnel, equipment acceptance, projected yield and downside cash.
3. Installed versus qualified capacity: Require separate disclosure of ordered, installed, commissioned, process-qualified, customer-qualified and revenue-producing capacity. Prevent equipment arrival or trial output from being represented as commercial capability.
4. Yield and manufacturing economics: Establish package-level governance of first-pass yield, final yield, scrap, rework, cycle time, tool utilisation,



changeover, consumable usage and reliability failures. Management must show the financial bridge from engineering yield to mature yield and disclose the cash required if the ramp is slower than plan.
5. Customer qualification and concentration: Review the quality and enforceability of letters of intent, nomination letters, development agreements and purchase commitments. Track customer dependence by revenue, package, end market, technology and common ultimate owner. No single anchor customer should be allowed to dictate capital without balanced protection on volume, pricing, qualification cost and cancellation.
6. Automotive and high-reliability governance: Require robust product-part approval, change notification, lot genealogy, failure analysis, accelerated-life testing and field-return processes. Ensure that product liability, containment and recall decisions can escalate to the Board without commercial interference.
7. Technology transfer and intellectual property: Examine licences, foreground and background IP, improvement ownership, territorial restrictions, sublicensing, source access, employee inventions and termination rights. Test whether the company can continue operating, servicing customers and using installed tools after a partner dispute or change of control.
8. Equipment and supply-chain dependence: Map single-source tools, spare parts, service engineers, substrates, lead frames, mould compounds, bonding wire, specialty gases and test interfaces. Require alternate-source qualification and strategic inventory based on recovery time rather than procurement convenience.
9. Export controls and geopolitical exposure: Establish end-use, end-user, nationality, sanctions and technology-control screening across customers, partners, employees, software and equipment. Transactions must be assessed for direct restrictions, deemed exports, re-export conditions and future loss of technical support.
10. Government incentives and obligations: Govern incentive recognition, milestone certification, local-value commitments, employment conditions, clawback exposure and related disclosures. Incentives should be recognised only when conditions and collection are supportable; public policy support must not conceal an uncompetitive operating model.
11. Operational technology and cyber resilience: Segregate manufacturing systems from enterprise networks, control recipes and engineering data, authenticate software changes, monitor remote vendor access and protect customer test programmes. Recovery plans must address both data restoration and safe restart of precision processes.
12. Safety, environment and utilities: Set critical controls for chemicals, specialty gases, clean-room hazards, high voltage, radiation-based inspection, fire, wastewater and contractor work. Review power quality, redundancy, water availability and utility interruption as product-quality and customer-continuity risks.
13. Capability and succession: Review the plan for process engineers, test engineers, equipment specialists,



reliability scientists and manufacturing leaders. Incentives must reward stable process capability, safe ramp and customer quality—not equipment commissioning alone.

Matters requiring direct Board judgement

- Approval of a recent package line before anchor-customer qualification is complete.
- Continuation of a technology partnership where commercial access is strong but operating independence is weak.
- Recognition of incentive income when milestone interpretation or collection timing remains uncertain.
- Customer shipment following an unexplained reliability excursion or material process deviation.
- Expansion into a package architecture that is strategically attractive but lacks defensible volumes or internal talent.
- Further capital release after yield, tool uptime or customer ramp falls materially below the approved case.

Candidate profile

Essential experience

- Former semiconductor, electronics, automotive-electronics or high-reliability manufacturing CEO, COO, CTO, business-unit leader, investment executive or senior regulator with enterprise-level accountability.
- Direct experience of technology transfer, complex manufacturing ramp, customer qualification and material capital allocation.
- Strong command of yield economics, process capability, quality systems, equipment dependence and supply-chain risk.
- Ability to challenge scientific and engineering assumptions while maintaining a clear distinction between Board oversight and executive execution.
- Experience presenting difficult technology or capital decisions to a Board, regulator, investment committee or public-market audience.

Preferred experience
- Semiconductor packaging, outsourced assembly and test, power electronics, sensors or compound-semiconductor exposure.
- Automotive, aerospace, medical-device or other high-reliability product qualification.
- Export-control, cross-border technology licence or sovereign-incentive governance.
- Audit Committee literacy covering capitalisation, grants, impairment, inventory, customer commitments and related parties.

Independence and eligibility

- Active inclusion in the IICA Independent Directors Databank, with the applicable proficiency-test requirement completed or a valid exemption documented.
- Satisfaction of all applicable statutory independence, DIN, KYC, disqualification, directorship and committee-capacity requirements.
- No material relationship with significant shareholders, technology licensors, equipment vendors, incentive advisers, statutory auditors, anchor customers, lenders, competing semiconductor platforms or project contractors.
- Full disclosure of investments, advisory roles, research funding, government assignments, close-relative employment and continuing benefits connected with the semiconductor and electronics ecosystem.

First-year Board outcomes

- A Board-approved capital-gate framework linking every major release to technical, customer, people and cash evidence.
- A verified view of qualified capacity, yield maturity, customer commitments and downside funding requirements.
- An enterprise map of technology, IP, export-control, tool and material dependencies with tested mitigation plans.
- Independent assurance over high-reliability quality escalation, incentive compliance and manufacturing cyber controls.
- A talent and succession plan capable of supporting commercial ramp without excessive dependence on a small number of expatriate or partner personnel.

📌 Independent Director (Hyderabad)
🏢 Gladwin International u0026
📍 Hyderabad