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D.B.Corp Limited Board/Management Information 2023

May 19, 2023

64182_rns_2023-05-19_af8d7a63-98be-4bb3-b03f-e0e6da9f54b6.pdf

Board/Management Information

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19th May, 2023

To BSE Limited The Deputy Manager (Listing - CRD), Phiroze Jeejeebhoy Towers, Dalal Street Mumbai - 400 001 Scrip Code: 533151

The National Stock Exchange of India Limited The Manager (Listing Department), Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (E) Mumbai - 400 051 SYMBOL: DBCORP

ISIN: INE950I01011

Sub.: Outcome of the Meeting of the Board of Directors of D. B. Corp Limited held on Friday, 19th May, 2023 in accordance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ["SEBI Listing Regulations"]

Dear Sir/Madam,

Pursuant to the provisions of the SEBI Listing Regulations, we wish to inform you that, the Board of Directors at its Meeting held today i.e. 19th May, 2023 has inter alia, approved the following items of business:

A. Audited Financial Results:

The Audited Financial Results (Standalone and Consolidated) of the Company for the 4th quarter and the financial year ended 31st March, 2023.

B. Second Interim Dividend for the Financial Year 2022-23:

Payment of Second Interim Dividend of Rs. 3/- (Rupees Three only) per Equity Share of face value ('FV') of Rs. 10/- each (i.e. @30% of FV) [subject to Tax Deducted at Source] for the Financial Year 2022-23.

Pursuant to Regulation 42 of the SEBI Listing Regulations, the details of record date for the purpose of payment of second interim dividend are as follows:

BSEScrip NSE Symbol Type ofSecurity Record Date Purpose PaymentDate
Code
533151 DBCORP EquityShares 31st May, 2023 For the purpose ofascertainingeligibilityofshareholdersforpaymentof SecondInterim DividendforF.Y. 2022-23 On or before16th June,2023

C. Re-appointment of Mr. Santosh Desai (DIN: 01237902) as an Independent Director on the Board of Directors of the Company for a second consecutive term of 5 (five) years:

Based on the recommendation of Nomination & Remuneration Committee, the Board of Directors has re-appointed Mr. Santosh Desai (DIN: 01237902) as an Independent Director for a second consecutive term of 5 (five) years commencing from October 21, 2023 to October 20, 2028, subject to the approval of the Members at the ensuing Annual General Meeting.

D. Re-appointment of Ms. Paulomi Dhawan (DIN: 01574580) as an Independent Director on the Board of Directors of the Company for a second consecutive term of 5 (five) years:

Based on the recommendation of Nomination & Remuneration Committee, the Board of Directors has re-appointed Ms. Paulomi Dhawan (DIN: 01574580) as an Independent Director of the Company for a second consecutive term of 5 (five) years commencing from July 28, 2024 to July 27, 2029, subject to the approval of the Members at the ensuing Annual General Meeting.

The details as required under the SEBI Listing Regulations read with SEBI Circular No. CIR/CFD/ CMD/4/2015 dated 9th September, 2015, including the brief profile of Directors as aforesaid whose re-appointment was approved by the Board today are attached to this letter as "Annexure I and Annexure II".

The meeting of the Board of Directors of the Company commenced at 11.10 a.m. (IST) and concluded at 12.25 p.m. (IST).

This intimation is also being uploaded on the Company's website i.e. www.dbcorpltd.com.

We request you to take this on record, and to treat the same as compliance with the applicable provisions of the SEBI Listing Regulations, as amended.

Thanking you.

Yours truly,

For D. B. Corp Limited Anita Gokhale Digitally signed by Anita Gokhale Date: 2023.05.19 12:39:46 +05'30'

Anita Gokhale Company Secretary Membership No.: F4836

Encl.: as above

Annexure I

Details of Mr. Santosh Desai (DIN: 01237902)

Sr. Details of Event that need tobe Information of such event(s)
No. provided
1. Reasonforchangeviz.appointment,resignation, cessation, removal, death orotherwise Re-appointment of Mr. Santosh Desai as anIndependent Director of the Company for asecondconsecutivetermoffiveyearscommencing fromOctober21,2023toOctober 20, 2028, subject to approval of themembers at the ensuing Annual GeneralMeeting.
2. Dateofappointment/cessation(asapplicable) & term of appointment Second consecutive term of five yearscommencing from October 21, 2023toOctober 20, 2028.
3. Brief profile (in case of appointment) Mr. Santosh Desai is the CEO of FutureBrands Consulting. Previously, he was thePresident of McCann Erickson, one of India'spremieradvertisingagencies.Apostgraduate from IIMA, Mr. Desai's principalarea of interest is examining the evolvingnature of consumer culture in India.He iscurrently on the boards of Future ConsumerProductsLimited,D.B.CorpLtdandBreakthrough.He is also a member of theGoverning Councils of Mudra Institute ofCommunication,Ahmedabad&PraxisBusiness School, Kolkata. He has his ownweekly column in the Times of India and isthe author of the bestseller "Mother PiousLady: Making Sense of Everyday India" abook that examines how the everyday life ofmiddle class India has evolved.
4. Disclosureofrelationshipsbetweendirectors (in case of appointment of adirector) Not inter-se related to any other Director orKey Managerial Personnel of the Company.
5. Information as required pursuant to BSECircular with ref. no. LIST/COMP/14/2018-19 and the National Stock Exchange of India Mr. Santosh Desaiis not debarred fromholding the office of Director by virtue of anySEBI orderor any other such authority.

Limited Circular with ref. no. NSE/
CML/2018/24, both dated $20th$ June, 2018.

India's Largest Newspaper Group | 12 States | 64 Editions | 3 Languages

Registered Office: Plot No. 280, Sarkhej-Gandhinagar Highway, Near YMCA Club, Makarba, Ahmedabad - 380 051, Gujarat

Corporate Office: Corporate Struce . SO1, 5th Floor, Naman Corporate Link, Opp. Dena Bank, C-31, G Block, Bandra Kurla Complex, Bandra (East), Mumbai - 400 051, Maharashtra D. B. Corp LimitedCIN: L22210GJ1995PLC047208 Website: www.dbcorpltd.com Email: [email protected] Tel.: +91 22 7157 7000 Fax: +91 22 7157 7093

Annexure II

Details of Ms. Paulomi Dhawan (DIN:01574580)

Sr. Details of Event that need tobe Information of such event(s)
No. provided
1. Reasonforchangeviz.appointment,resignation, cessation, removal, death orotherwise Re-appointment of Ms. Paulomi Dhawan asan Independent Directoron the Board ofDirectors of the Company for a secondconsecutive term of five years commencingfrom July 28, 2024 to July 27, 2029, subjectto approval of the members at the ensuingAnnual General Meeting.
2. Dateofappointment/cessation(asapplicable) & term of appointment Secondconsecutivetermoffiveyearscommencing from July 28, 2024 to July 27,2029, subject to approval of the members atthe ensuing Annual General Meeting.
3. Brief profile (in case of appointment) With 40 years of media, marketing andbrandcommunicationsexperience,Ms.Paulomi Dhawan has played an integral rolein shaping the brand equity of many leadingIndian brands like Parle, Raymond, ParkAvenue, Hawkins, Swissair, Eenadu and StarTV among others.
Ms. Dhawan has been recognised for herdeep understanding of the efficiency andefficacy of various media platforms and herstrategic vision in the area of managementof media investments. This experience hashelped deliver positive impact and relevantmessaging towards building the image ofvarious corporate entities and their "C" suiteamong stakeholders. Her strong bond withmedia owners, editors and senior journalistshasnot only beenherstrength butapowerful asset.Ms. Dhawan started her career as a Media
Planner at Everest Advertising, rising to be

National Vice President. Consequently,under her leadership as President, MediaSupermarket (the media division of iB&WCommunications), the first independentmedia business was established. Later atRedifussion DY&R, she was amongst the TVshow KBC launch team.
Following a career in advertising, Ms.Dhawan took on a senior managerial role atRaymond Ltd. as Head of MediaandCorporate Communications, wheresheplayed a key role in positioning the brand asthe leading luxury lifestyle textile player on aglobal level. She, continued as StrategicAdvisor to theCMDon perceptionmanagement and key initiatives.
Ms. Paulomi Dhawan was on the UniversityBombay advisory groupoffortheformulation of the BMM degree.Shecontinues to be on the Executive Council ofthe Indian Society of Advertisers (ISA),serving as Treasurer of the organisation. Sheis currently an Independent Director on theBoard of Mukta Arts Ltd, Whistling Woods.
Ms. Paulomi Dhawan has been inducted onthe Executive Council of SHED (Society forHuman & Environmental Development) forthe work she painstakingly did with theorganisation through theInner Wheelplatform. She is now also on the Board ofMake-a-Wish Foundation of India.
4. ofDisclosurerelationshipsbetweendirectors (in case of appointment of adirector) Not inter-se related to any other Director orKey Managerial Personnel of the Company.
5. Information as required pursuant to BSECircular with ref. no. LIST/COMP/14/2018-19 and the National Stock Exchange of India Ms. Paulomi Dhawan is not debarred fromholding the office of Director by virtue of anySEBI order or any other such authority.

दैनिकभारतर

India's Largest Newspaper Group | 12 States | 64 Editions | 3 Languages

Registered Office: Plot No. 280, Sarkhej-Gandhinagar Highway, Near YMCA Club, Makarba, Ahmedabad - 380 051, Gujarat

Corporate Office: Corporate Struce . SO1, 5th Floor, Naman Corporate Link, Opp. Dena Bank, C-31, G Block, Bandra Kurla Complex, Bandra (East), Mumbai - 400 051, Maharashtra D. B. Corp LimitedCIN: L22210GJ1995PLC047208 Website: www.dbcorpltd.com Email: [email protected] Tel.: +91 22 7157 7000 Fax: +91 22 7157 7093

Limited Circular with ref. no. NSE/
CML/2018/24, both dated $20th$ June, 2018.

India's Largest Newspaper Group | 12 States | 64 Editions | 3 Languages

Registered Office: Plot No. 280, Sarkhej-Gandhinagar Highway, Near YMCA Club, Makarba, Ahmedabad - 380 051, Gujarat

Corporate Office: Corporate Struce . SO1, 5th Floor, Naman Corporate Link, Opp. Dena Bank, C-31, G Block, Bandra Kurla Complex, Bandra (East), Mumbai - 400 051, Maharashtra D. B. Corp LimitedCIN: L22210GJ1995PLC047208 Website: www.dbcorpltd.com Email: [email protected] Tel.: +91 22 7157 7000 Fax: +91 22 7157 7093