Cheviot Co.Ltd. — Board/Management Information 2024

Jan 30, 2024

Date: 30th January, 2024

To BSE Limited National Stock Exchange of India Limited 25th Floor, Phiroze Jeejeebhoy Towers Exchange Plaza, Plot No. C-1, Block G, 5th Floor Dalal Street, Fort Bandra Kurla Complex, Bandra (E), Mumbai – 400 001 Mumbai - 400 051

Ref: BSE Scrip Code – 526817 | NSE Symbol: CHEVIOT | ISIN - INE974B01016

Dear Sir/Madam

Sub: Outcome of Board Meeting – Appointment / Re-appointment of Independent Directors

Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), we are pleased to inform that the Board of Directors of the Company at their meeting held today, 30th January, 2024, based on the recommendation of the nomination and remuneration committee, considered and approved:

• (a) Appointment of Mr. Sutirtha Bhattacharya (DIN: 00423572), Mr. Deo Kishan Mohta (DIN: 00060170) and Mr. Siddharth Jhajharia (DIN: 01385496) as Additional Directors in the capacity of Independent Director to hold office of Independent Director for a term of 5 (five) consecutive years with effect from 1st April, 2024 to 31st March, 2029 each, subject to approval of the members, and

• (b) Re-appointment of Mrs. Rashmi Prashad (DIN: 00699317) as an Independent Director of the Company to hold office of Independent Director for a second term of 5 (five) consecutive years with effect from 1st April, 2024 to 31st March, 2029, subject to approval of the members.

Mr. Sutirtha Bhattacharya, Mr. Deo Kishan Mohta, Mr. Siddharth Jhajharia and Mrs. Rashmi Prashad have given their consent for appointment/re-appointment and confirmed that they meet the criteria of Independence as defined under the provisions of the Companies Act, 2013 and SEBI Listing Regulations. Disclosure as required under Regulation 30 of the SEBI Listing Regulations is given in Annexure A enclosed herewith.

The Company will seek consent of the members through Postal Ballot for appointment / re-appointment of Independent Directors. In this regard, the cut-off date has been fixed on Friday, 9th February, 2024 to determine the eligibility of members to vote by electronic means on the resolutions proposed to be transacted by means of Postal Ballot. Requisite details regarding the Postal Ballot will be communicated in due course.

The meeting of the Board commenced at 11:30 a.m. and concluded at 12:10 p.m.

Kindly take the above on record.

Thanking you Yours faithfully For Cheviot Company Limited

ADITYA BANERJEE

Digitally signed by ADITYA BANERJEE Date: 2024.01.30 12:53:19 +05'30'

(Aditya Banerjee) Company Secretary and Compliance Officer Encl. As stated above.

Annexure A

Appointment of Mr. Sutirtha Bhattacharya (DIN: 00423572) as an Additional Director in the capacity of Independent Director of the Company to hold office of Independent Director for a term of 5 (five) consecutive years from 1st April, 2024 to 31st March, 2029 - Regulation 30 of SEBI Listing Regulations

Serial No.	Particulars	Details
1	Reason for change	Mr. Sutirtha Bhattacharya(DIN: 00423572) (Mr. Bhattacharya) has been appointed as an additional director in the capacity of Independent Director of the Company to hold office of Independent Director for a term of 5 (five) consecutive years with effect from 1st April, 2024 to 31st March, 2029, subject to the approval of the members by way of a Special Resolution through Postal Ballot.
2	Date of appointment and term of appointment	Date of appointment:1st April 2024. Term of appointment:5 (five) consecutive years with effect from 1st April, 2024 to 31st March, 2029, subject to the approval of the members by way of a Special Resolution through Postal Ballot. Mr. Bhattacharya shall not be liable to retire byrotation.
3	Brief Profile	Mr. Bhattacharya, aged 66 years, is a 1985-Batch IAS officer (Retd.) and former Chairman and Managing Director (CMD) of Coal India Limited. He is the ex-Chairperson of the West Bengal Electricity Regulatory Commission. He was past Secretary of Jute Manufactures Development Council. He is a Physics graduate from Presidency College, Kolkata. He has more than 35 years of experience in field of Energy, Finance and Administration. He was a member of Andhra Pradesh Pollution Control Board. He has earlier served in various departments of the Andhra Pradesh Government including as Principal Secretary (Energy & Infrastructure), Government of Andra Pradesh. He has also held directorship in several companies in the past including PTC India Limited, GMR Hyderabad International Airport and held the position of CMD in The Singareni Collieries Company Limited. He had been associated with port, airport, natural gas and public privatepartnership projects implementation duringhis service.
4	Disclosure of relationships between directors	None of the Directors of the Company are inter-se related to Mr. Bhattacharya.
5	Information as required under BSE circular no. LIST/COM/14/ 2018-19 and NSE circular no. NSE/CML/2018/24 both dated June 20,2018.	To the best of our knowledge and information, we hereby affirm that Mr. Bhattacharya is not debarred from holding the office of director by virtue of any SEBI order or Order of any other regulatory authority.

Annexure A (Contd…)

Appointment of Mr. Deo Kishan Mohta (DIN: 00060170) as an Additional Director in the capacity of Independent Director of the Company to hold office of Independent Director for a term of 5 (five) consecutive years from 1st April, 2024 to 31st March, 2029 - Regulation 30 of SEBI Listing Regulations

Serial No.	Particulars	Details
1	Reason for change	Mr. Deo Kishan Mohta(DIN: 00060170) (Mr. Mohta) has been appointed as an additional director in the capacity of Independent Director of the Company to hold office of Independent Director for a term of 5 (five) consecutive years with effect from 1st April, 2024 to 31st March, 2029, subject to the approval of the members by wayof a Special Resolution through Postal Ballot.
2	Date of appointment and term of appointment	Date of appointment:1st April 2024. Term of appointment:5 (five) consecutive years with effect from 1st April, 2024 to 31st March, 2029, subject to the approval of the members by way of a Special Resolution through Postal Ballot. Mr. Mohta shall not be liable to retire byrotation.
3	Brief Profile	Mr. Mohta, aged 71 years, has received his Bachelor’s degree of commerce from University of Calcutta. He is a law graduate and a Fellow Member of the Institute of Company Secretaries of India. He has vast experience of more than 40 years in the Jute Industry. He has held senior positions as Director, President (Corporate Affairs) and Company Secretary in the past. He is an expert in legal and corporate affairs arena.
4	Disclosure of relationships between directors	None of the Directors of the Company are inter-se related to Mr. Mohta.
5	Information as required under BSE circular no. LIST/COM/14/ 2018-19 and NSE circular no. NSE/CML/2018/24 both dated June 20,2018.	To the best of our knowledge and information, we hereby affirm that Mr. Mohta is not debarred from holding the office of director by virtue of any SEBI order or Order of any other regulatory authority.

Annexure A (Contd…)

Appointment of Mr. Siddharth Jhajharia (DIN: 01385496) as an Additional Director in the capacity of Independent Director of the Company to hold office of Independent Director for a term of 5 (five) consecutive years from 1st April, 2024 to 31st March, 2029. - Regulation 30 of SEBI Listing Regulations

Serial No.	Particulars	Details
1	Reason for change	Mr. Siddharth Jhajharia(DIN: 01385496) (Mr. Jhajharia) has been appointed as an additional director in the capacity of Independent Director of the Company to hold office of Independent Director for a term of 5 (five) consecutive years with effect from 1st April, 2024 to 31st March, 2029, subject to the approval of the members by wayof a Special Resolution through Postal Ballot.
2	Date of appointment and term of appointment	Date of appointment:1st April 2024. Term of appointment:5 (five) consecutive years with effect from 1st April, 2024 to 31st March, 2029, subject to the approval of the members by way of a Special Resolution through Postal Ballot. Mr. Jhajharia shall not be liable to retire byrotation.
3	Brief Profile	Mr. Jhajharia, aged 50 years, is a Chartered Accountant. He is having post qualification experience of 26 years in Statutory Audits and Taxation of various manufacturing and trading companies. He is an expert in auditing and taxation matters. He is associated with a number of social organisations and professional organisations such as Rotary Club of Victoria, Direct Taxes Professional Association, Views Exchanges and Toastmaster International etc. He is a Partner of Salarpuria Jajodia & Co. Chartered Accountants at Kolkata.
4	Disclosure of relationships between directors	None of the Directors of the Company are inter-se related to Mr. Jhajharia.
5	Information as required under BSE circular no. LIST/COM/14/ 2018-19 and NSE circular no. NSE/CML/2018/24 both dated June 20,2018.	To the best of our knowledge and information, we hereby affirm that Mr. Jhajharia is not debarred from holding the office of director by virtue of any SEBI order or Order of any other regulatory authority.

Annexure A (Contd…)

Re-appointment of Mrs. Rashmi Prashad (DIN: 00699317) as an Independent Director of the Company to hold office of Independent Director for second term of five consecutive years from 1st April, 2024 to 31st March, 2029. - Regulation 30 of SEBI Listing Regulations

Serial No.	Particulars	Details
1	Reason for change	Mrs. Rashmi Prashad(DIN: 00699317) (Mrs. Prashad) has been re-appointed as an Independent Director of the Company to hold office of Independent Director for a second term of 5 (five) consecutive years with effect from 1st April, 2024 to 31st March, 2029, subject to the approval of the members by way of a Special Resolution through Postal Ballot.
2	Date of appointment and term of appointment	Date of re-appointment:1st April 2024. Term of re-appointment:5 (five) consecutive years with effect from 1st April, 2024 to 31st March, 2029, subject to the approval of the members by way of a Special Resolution through Postal Ballot. Mrs. Prashad shall not be liable to retire byrotation.
3	Brief Profile	Mrs. Prashad, aged 63 years, is a graduate from University of Kanpur. She hails from the reputed Jhunjhunwala family of Kanpur. She was the Managing Director of Mechpara Plantations and Industries Limited and has long experience of managing well established Tea Gardens owning companies with good track record. She is a member of Nomination and Remuneration Committee, Stakeholders’ Relationship Committee and Corporate Social Responsibility Committee of the Company. Her first term of appointment as Independent Director of the Company shall conclude on 31st March, 2024 and she is eligible for re-appointment for a second term.
4	Disclosure of relationships between directors	None of the Directors of the Company are inter-se related to Mrs. Prashad.
5	Information as required under BSE circular no. LIST/COM/14/ 2018-19 and NSE circular no. NSE/CML/2018/24 both dated June 20,2018.	To the best of our knowledge and information, we hereby affirm that Mrs. Prashad is not debarred from holding the office of director by virtue of any SEBI order or Order of any other regulatory authority.