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Ambuja Cements Ltd. Board/Management Information 2025

Mar 28, 2025

59365_rns_2025-03-28_02ca07ae-e148-4919-8ce2-bc5055d87d67.pdf

Board/Management Information

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28[th] March 2025

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To

National Stock Exchange of India BSE Limited Luxembourg Stock Limited Exchange Scrip Code: AMBUJACEM Scrip Code: 500425 Code: US02336R2004

Sub.: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Ref.: Outcome of Board Meeting held on 28[th] March 2025

Dear Sir/Madam,

Pursuant to the provisions of Regulation 30 and other applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulation”), we wish to inform you that, based on the recommendation of Nomination & Remuneration Committee, the Board of Directors (“Board”) of Ambuja Cements Limited (the Company) at its meeting held today i.e. 28[th] March 2025 has, inter-alia approved the following :-

  1. Reappointment of Mr. Ajay Kapur (DIN: 03096416) to be designated as Managing Director (Key Managerial Personnel) of the Company for a term of two (2) years with effect from 1[st] April 2025;

  2. Appointment of Mr. Vinod Bahety (DIN: 09192400) as Additional Director and Wholetime Director and Chief Executive Officer (Key Managerial Personnel) of the Company for a term of three (3) years with effect from 1[st] April 2025;

  3. Appointment of Mr. Rakesh Tiwary as Chief Financial Officer (Key Managerial Personnel) of the Company with effect from 1[st] April 2025;

  4. Cessation of Mr. Vinod Bahety as Chief Financial Officer of the Company effective from closure of the business hours on 31[st] March 2025;

  5. Appointment of Mr. Praveen Garg (DIN: 00208604) as an Additional Director (NonExecutive and Independent) on the Board of the Company for a term of three (3) consecutive years with effect from 1[st] April 2025;

  6. Changes in the Senior Management Personnel (SMP) of the Company as under:

Ambuja Cements Limited Registered Office: Adani Corporate House Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad – 382 421, Gujarat, India Ph +91 79-2656 5555 www.ambujacement.com CIN: L26942GJ1981PLC004717

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  • a. Appointment of Ms. Madhavi Isanaka, Chief Digital Officer as SMP effective from 1[st] April 2025 in place of Mr. Hemal Shah, who will cease to be SMP with effect from the close of business hours on 31[st] March 2025.

  • b. Appointment of Mr. Vaibhav Dixit, Head Manufacturing as SMP effective from 1[st] April 2025 in place of Mr. Sukuru Ramarao, who will cease to be SMP with effect from the close of business hours on 31[st] March 2025.

  • c. Mr. Ashwin Raikundaliya, Chief Sustainability will cease to be SMP with effect from the close of business hours on 31[st] March 2025.

The disclosures on the aforesaid matters pursuant to the SEBI Listing Regulations and the SEBI Circular bearing reference number SEBI/HO/CFD/CFD-PoD1/P/CIR/2023/123 dated 13th July 2023 are enclosed herewith as Annexure A, Annexure B and Annexure C .

Further, pursuant to Regulation 30(5) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended, the revised list of the Key Managerial Personnel (KMP) who are severally authorised to determine materiality of an event or information and making disclosures to the stock exchange(s) under this Regulation is as under:

under:
Name of KMP Designation Email Id
Mr. AjayKapur ManagingDirector [email protected]
Mr. Vinod Bahety Wholetime
Director
and
Chief
Executive Officer		 [email protected]
Mr. Rakesh Tiwary Chief Finance Officer [email protected]
Mr. Manish Mistry Company Secretary and Compliance
Officer		 [email protected]

The Board Meeting commenced at 01:00 p.m. and concluded at 01:45 p.m.

All the above-mentioned documents will be posted on the Company's website at www.ambujacement.com.

Kindly take the same on your record.

Yours faithfully, For Ambuja Cements Limited

Manish Digitally signed by Manish Vinodchandra Vinodchandra Mistry Date: 2025.03.28 Mistry 13:57:31 +05'30' Manish Mistry Company Secretary & Compliance Officer

Encl.: as above

Ambuja Cements Limited Registered Office: Adani Corporate House Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad – 382 421, Gujarat, India Ph +91 79-2656 5555 www.ambujacement.com CIN: L26942GJ1981PLC004717

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Annexure A

Mr. Ajay Kapur, Managing Director:

Sr.
No.		 Details of Events that
needs to beprovided		 Mr. Ajay Kapur
1. Reason for change viz.
appointment,
~~resignation~~,~~removal,~~
~~death or otherwise~~		 In alignment with Adani Group’s internal leadership
transitions and planning to continue fostering
sustainable growth and an evolving leadership
development consistent with the broader group and
Company objectives, a leadership transition is
proposed.
Mr. Ajay Kapur appointed as a Wholetime Director
and Chief Executive Officer (WTD and CEO) by the
Board of Directors, and Shareholders, of the
Company from 16thSeptember 2022 to 30th
November 2025, has been elevated and reappointed
and redesignated as Managing Director of the
Company (Key Managerial Personnel) for a term of
two (2) years effective from 1stApril 2025.
2. Date of Appointment /
Resignation		 Mr. Ajay Kapur will be re-designated as Managing
Director
effective
from
1st
April
2025
and
consequently will cease to be the WTD and CEO
effective from the close of business hours on 31st
March 2025.
3. Brief profile (in case of
appointment);		 Mr. Ajay Kapur possesses over 30 years of expertise
in the cement, construction, power, and heavy
metals sector.
He joined Ambuja Cements in 1993 and has
dedicated more than 25 years to various strategic
roles. Between 2014 and 2019, he held the position
of the Company's CEO and Managing Director (MD).
Mr. Kapur previously served as the CEO of Aluminum
& Power and MD of Commercial at Vedanta Limited
before joining the Adani Group in June 2022. He also
worked for Adani Ports and Special Economic Zone
Ltd. as the CEO of Special Projects. He has actively
participated in several business forums, such as CII,
FICCI, and ASSOCHAM. He holds an MBA from the
K.J. Somaiya Institute of Management and a degree
in economics. Additionally, he is an alumnus of The
Wharton School of the Universityof Pennsylvania.

Ambuja Cements Limited Registered Office: Adani Corporate House Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad – 382 421, Gujarat, India Ph +91 79-2656 5555 www.ambujacement.com CIN: L26942GJ1981PLC004717

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Sr.
No.		 Details of Events that
needs to beprovided		 Mr. Ajay Kapur
4. Disclosure
of
relationships between
directors (in case of
appointment
of
a
director).		 Not applicable
5. Information
as
required
under
Circular
No.
LIST/COMP/14/2018-
19
and
NSE/CML/2018/24
dated June 20, 2018
issued by the BSE
and NSE, respectively.		 Mr. Ajay Kapur is not debarred from holding office of
a director by virtue of any order of SEBI or such other
authority.

Ambuja Cements Limited Registered Office: Adani Corporate House Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad – 382 421, Gujarat, India Ph +91 79-2656 5555 www.ambujacement.com CIN: L26942GJ1981PLC004717

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Annexure A

Mr. Vinod Bahety, Wholetime Director & CEO:

Sr.
No.		 Details of Events that
needs to beprovided		 Mr. Vinod Bahety
1. Reason for change viz.
appointment,
~~resignation~~,~~removal,~~
~~death or otherwise~~		 In alignment with Adani Group’s internal leadership
transitions and planning to continue fostering
sustainable growth and an evolving leadership
development consistent with the broader group and
Company objectives, a leadership transition is
proposed.
Mr. Vinod Bahety has been serving as Chief Financial
Officer of the Company and ACC Limited (Cement
business) from 16thSeptember 2022. He has now
been elevated to the role of Wholetime Director and
Chief Executive Officer (WTD & CEO) of the Company
(Key Managerial Personnel) for a term of three (3)
years effective from 1stApril 2025. Consequently, Mr.
Bahety will relinquish his position as Chief Financial
Officer of the Company with effect from close of
business hours on 31stMarch 2025. Resignation
letter is enclosed asAnnexure B.
2. Date of Appointment /
Resignation		 Appointment of Mr. Vinod Bahety as WTD and CEO
shall be effective from 1stApril 2025. Cessation as a
CFO shall be effective from the close of the business
hours on 31stMarch 2025.
3. Brief profile (in case of
appointment);		 Mr. Vinod Bahety is Chief Financial Officer of
Cement business from 16thSeptember 2022. He has
more than 25 years of corporate experience in
various leadership positions in the Manufacturing
and Finance industries. Prior to joining as the CFO of
Cement business, he served as the Group Head for
Merger & Acquisition at Adani Group.
He played a crucial role in several major M&A
mandates for the Group. During his tenure in the
banking industry, he successfully led some of the
largest
mandates
in
infrastructure
projects
financing,
contributing
significantly
to
nation
building. He holds qualifications as a Chartered
Accountant (CA) and a Cost and Works Accountant
(CWA).

Ambuja Cements Limited Registered Office: Adani Corporate House Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad – 382 421, Gujarat, India Ph +91 79-2656 5555 www.ambujacement.com CIN: L26942GJ1981PLC004717

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Sr.
No.		 Details of Events that
needs to beprovided		 Mr. Vinod Bahety
4. Disclosure
of
relationships between
directors (in case of
appointment
of
a
director).		 Not applicable
5. Information
as
required
under
Circular
No.
LIST/
COMP/14/2018-19
and
NSE/CML/
2018/24 dated June
20, 2018 issued by the
BSE
and
NSE,
respectively.		 Mr. Vinod Bahety is not debarred from holding office
of a director by virtue of any order of SEBI or such
other authority.

Ambuja Cements Limited Registered Office: Adani Corporate House Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad – 382 421, Gujarat, India Ph +91 79-2656 5555 www.ambujacement.com CIN: L26942GJ1981PLC004717

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Annexure A

Mr. Praveen Garg, Independent Director:

Sr.
No.		 Details
of
Events
that needs to be
provided		 Mr. Praveen Garg
1. Reason for change
viz.
appointment,
~~resignation~~,~~removal,~~
~~death or otherwise~~		 Mr. Praveen Garg has been appointed as an Additional
Director (Non-Executive and Independent) on the
Board of the Company for a term of three (3)
consecutive years effective from 1stApril 2025.
2. Date of Appointment
/Resignation		 Effective from 1stApril 2025
3. Brief profile (in case
of appointment);		 Mr. Praveen Garg, a Chartered Accountant since 1984
and a retired IAS officer from the Madhya Pradesh
Cadre (1988-2021), is an alumnus of Delhi University.
He currently serves as the President of the Mobius
Foundation. Throughout his career, Mr. Garg has held
numerous key positions, including over 33 years in the
Indian Administrative Service and more than 8 years
with the Government of India in various departments
such as the Ministry of Laws and Justice, Ministry of
Environment Forest & Climate Change (MoEF&CC),
Ministry of Women & Child Development, Ministry of
Renewable Energy, and Food Processing Industries.
Additionally, he has over 25 years of experience in
government affairs with organizations like the Madhya
Pradesh State Industrial Development Corporation
(MPSIDC) and MP Audyogik Kendra Vikas Nigam Ltd. He
has also served as a Government Nominee Member of
the Appellate Authority under CA, CS, and CMA Laws,
and as a Senior Advisor for ESG & Climate Change at the
National Productivity Council (NPC) India.
Mr. Garg holds directorships in companies such as
Lemon
Tree
Hotels
Limited,
Assets
Care
&
Reconstruction Enterprise Limited, LIC Mutual Fund
Asset Management Company Limited. He is also a
member of IEPF Authority and Honorary Sr. Advisor to
International BigCat Alliance(IBCA).
4. Disclosure
of
relationships
between
directors
(in
case
of
appointment
of
a
director).		 Not applicable

Ambuja Cements Limited

Registered Office: Adani Corporate House Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad – 382 421, Gujarat, India Ph +91 79-2656 5555 www.ambujacement.com CIN: L26942GJ1981PLC004717

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Sr.
No.		 Details
of
Events
that needs to be
provided		 Mr. Praveen Garg
5. Information
as
required
under
Circular
No.
LIST/COMP/14/2018-
19
and
NSE/CML/2018/24
dated June 20, 2018
issued by the BSE
and
NSE,
respectively.		 Mr. Praveen Garg is not debarred from holding office of
a director by virtue of any order of SEBI or such other
authority.

Ambuja Cements Limited Registered Office: Adani Corporate House Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad – 382 421, Gujarat, India Ph +91 79-2656 5555 www.ambujacement.com CIN: L26942GJ1981PLC004717

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Annexure A

Mr. Rakesh Tiwary, Chief Financial Officer:

Sr.
No.		 Details
of
Events
that needs to be
provided		 Mr. Rakesh Tiwary
1. Reason for change
viz.
appointment,
~~resignation~~,~~removal,~~
~~death or otherwise~~		 In alignment with Adani Group’s internal leadership
transitions
and
planning
to
continue
fostering
sustainable
growth
and
an
evolving
leadership
development consistent with the broader group and
Company
objectives,
a
leadership
transition
is
proposed.
Mr. Rakesh Tiwary has been appointed as Chief
Financial Officer of the Company (Cement business)
(Key Managerial Personnel) with effect from 1st April
2025. Pursuant to the said appointment, Mr. Tiwary will
cease to be CFO of Adani Airports Holding Limited
(AAHL/ Airport Business) effective from the close of the
business hours on 31stMarch 2025.
2. Date of Appointment
/Resignation		 Effective from 1stApril 2025
3. Brief profile (in case
of appointment);		 Mr. Rakesh Tiwary is a qualified Chartered Accountant,
Cost Accountant, Company Secretary and MBA with
around 25 years of experience. Prior to Adani Group, Mr.
Tiwary worked with various reputed companies like
Indian Oil, Reliance Industries Limited and JSW Steel
Limited. He joined the Adani Group in February 2016.
From 2016 to 2022, he served as the CFO of Mundra
Solar Photovoltaic Limited (Adani Solar) and Adani
Electricity
Mumbai
Limited.
In
April
2022,
he
transitioned to the role of Head of Financial
Management and Control for the Airports Business and
later became CFO of the Airports Business.
He has over two decades of experience in spearheading
a wide spectrum of accounts finance. His expertise is
in finance, accounts and commercial functions of
business, fund raising management, working capital
assessment,credit control,taxation and audit.
4. Disclosure
of
relationships
between
directors
(in
case
of
appointment
of
a
director).		 Not applicable

Ambuja Cements Limited Registered Office: Adani Corporate House Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad – 382 421, Gujarat, India Ph +91 79-2656 5555 www.ambujacement.com CIN: L26942GJ1981PLC004717

Annexure B

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Annexure C

Change in SMP:

Sr.
No.		 Particular Details of SMP Details of SMP
1 Name
of
Senior
Management
Personnel (SMP)		 Ms. Madhavi Isanaka Mr. Hemal Shah
2 Reason for Change in
Senior Management viz
appointment,
resignation,
~~removal,~~
~~death~~or~~otherwise;~~		 Appointed
as
Chief
Digital Officer of the
Cement business in place
of Mr. Hemal Shah.		 In
view
of
the
ongoing
leadership
development
process, Mr. Hemal Shah will
be
assuming
a
new
leadership
role
at
Adani
group level and will relinquish
his position as SMP of the
Company.
3 Date of appointment /
cessation
(as
applicable) & term of
appointment		 1stApril 2025 31stMarch 2025
4 Brief Profile: (In case of
Appointment of SMP/
~~Director~~)		 Ms. Madhavi Isanaka is a
seasoned IT executive
with over 20 years of
experience in strategic
planning, leading global
teams, and driving digital
transformation.
Before joining Cement
business,
she
is
the
Senior Vice President and
Chief Digital Officer at
Adani Green Energy Ltd
and Adani New Industries
Ltd, where she oversees
the digital vision and
strategy.
Her
previous
roles
include
Chief
Information
Officer
at
Rivian Automotive and
Executive
Director
of
Digital
Strategy
at
Cummins Inc. She holds
an MBA from Indiana
University,
a
Master’s
Certification in Project		 Not Applicable

Ambuja Cements Limited Registered Office: Adani Corporate House Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad – 382 421, Gujarat, India Ph +91 79-2656 5555 www.ambujacement.com CIN: L26942GJ1981PLC004717

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Sr.
No.		 Particular Details of SMP Details of SMP Details of SMP
Management
from
George
Washington
University, and a BS in
Electrical
Engineering
from
S.V.
University,
India. Ms. Isanaka is also
certified
in
NACD
Directorship,
Applied
Data Science from MIT,
and
AWS
Solutions
Architecture.
She
is
known
for
her
stakeholder
management,
business
acumen, and technical
expertise,
excelling
in
building teams, fostering
partnerships, and driving
impactful
business
change.
5 Disclosure
of
relationship
between
directors: (In case of
Appointment
of
Director)		 Not Applicable Not Applicable
Sr.
No.		 Particular Details of SMP
1 Name
of
Senior
Management
Personnel (SMP)		 Mr. Vaibhav Dixit Mr. Sukuru Ramarao
2 Reason for Change in
Senior Management viz
appointment,
resignation,
~~removal,~~
~~death~~or~~otherwise;~~		 Appointed as the Head of
Manufacturing
of
the
Company.		 In view of the ongoing
leadership
development
process,
Mr.
Sukuru
Ramarao will be assuming
a new leadership role in
the
Company
and
will
relinquish his position as
Chief Operating Officer -
Manufacturing
of
the
Company.

Ambuja Cements Limited Registered Office: Adani Corporate House Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad – 382 421, Gujarat, India Ph +91 79-2656 5555 www.ambujacement.com

CIN: L26942GJ1981PLC004717

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Sr.
No.		 Particular Details of SMP Details of SMP
3 Date of appointment /
cessation
(as
applicable) & term of
appointment		 1stApril 2025 31stMarch 2025
4 Brief Profile: (In case of
Appointment of SMP/
~~Director~~)		 Mr.
Vaibhav
Dixit
is
a
seasoned professional with
over 24 years of experience
in the cement industry. He
holds
a
Bachelor
of
Engineering
degree
in
Mechanical
Engineering
from Madhav Institute of
Technology and Sciences,
Gwalior. Currently serving
as the Chief Manufacturing
Officer at Adani Group, Mr.
Dixit
has
demonstrated
exceptional leadership and
operational expertise. His
career highlights include
significant roles at ACC
Limited,
where
he
led
various units and projects,
achieving
remarkable
improvements in production
efficiency
and
cost
reduction. Known for his
domain
knowledge,
operational excellence, and
stakeholder
management
skills,
Mr.
Dixit
has
consistently
delivered
outstanding
results,
including
the
successful
ramp-up of multiple plants
and the stabilization of
operations.
His
strategic
vision and ability to manage
large-scale projects have
made him a valuable asset in
the manufacturing sector.		 Not Applicable
5 Disclosure
of
relationship
between		 Not Applicable Not Applicable

Ambuja Cements Limited Registered Office: Adani Corporate House Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad – 382 421, Gujarat, India Ph +91 79-2656 5555 www.ambujacement.com CIN: L26942GJ1981PLC004717

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Sr.
No.		 Particular Details of SMP Details of SMP
directors: (In case of
Appointment
of
Director)
Sr.
No.		 Particular Details of SMP
1 Name
of
Senior
Management
Personnel (SMP)		 Mr. Ashwin Raikundaliya
2 Reason for Change in
Senior Management viz
appointment,
resignation,
~~removal,~~
~~death~~or~~otherwise;~~		 Mr. Ashwin Raikundaliya will be assuming a new
leadership role at Adani group level and will relinquish his
position as SMP of the Company.
3 Date of appointment /
cessation
(as
applicable) & term of
appointment		 31stMarch 2025
4 Brief Profile: (In case of
Appointment of SMP/
~~Director)~~		 Not Applicable
5 Disclosure
of
relationship
between
directors: (In case of
Appointment
of
Director)		 Not Applicable

Ambuja Cements Limited Registered Office: Adani Corporate House Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad – 382 421, Gujarat, India Ph +91 79-2656 5555 www.ambujacement.com CIN: L26942GJ1981PLC004717

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