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Goodyear India Ltd. Board/Management Information 2024

Dec 30, 2024

61590_rns_2024-12-30_5d343698-e1ce-439e-9b06-3da7fbc0b8d8.pdf

Board/Management Information

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December 30, 2024

To The Dept. of Corporate Services BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400001

Scrip Code: 500168 ISIN: INE533A01012

Sub : Outcome of the Board Meeting held on December 30, 2024

Dear Sir(s),

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR, 2015), we would like to inform you the following:

The Board of Directors of the Company at its meeting held today i.e., Monday, December 30, 2024, inter alia:

A. Change in Board of Directors

  1. took note of the resignation tendered by Mr. Santosh Kumar (DIN: 09687204) vide letter dated December 21, 2024, from the position of Whole Time Director (Key Managerial Personnel) of the Company with effect from close of business hours of December 31, 2024. Nonetheless, he will continue to work with Company as Vice President -Consumer Replacement PBU (Senior Management Personnel) of the Company. The same has already been informed to the Stock Exchange vide disclosure dated December 21, 2024.

  2. based on the recommendation of the Nomination and Remuneration Committee, approved the appointment of Mr. Arvind Bhandari (DIN: 10864817) as an Additional Director with effect from January 02, 2025 and Managing Director (Key Management Personnel) of the Company with effect from January 02, 2025 for a period of five (5) years or upto the date of superannuation/ retirement, whichever is earlier, along with terms and conditions and remuneration payable, subject to the approval of the shareholders by means of postal ballot.

  3. appointed Mr. Arvind Bhandari (DIN: 10864817) as Chairman of the Board with effect from January 02, 2025.

  4. took note of the completion of tenure of Mr. Rajeev Kher (DIN: 01192524) as Independent NonExecutive Director of the Company with effect from the close of business hours of March 05, 2025

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  1. based on the recommendation of the Nomination and Remuneration Committee and subject to shareholders approval through a postal ballot, approved the appointment of Mr. Sumit Dutta Chowdhury (DIN: 02117586) as an Independent Non-Executive Director of the Company with effect from March 06, 2025 for a period of five (5) years.

Mr. Arvind Bhandari and Mr. Sumit Dutta Chowdhury are not debarred from holding the office of a Director by virtue of any order passed by the Securities and Exchange Board of India or any other Authority.

We are enclosing herewith the brief details of the aforesaid changes in the Board as prescribed under SEBI LODR, 2015 read with SEBI circular SEBI/HO/CFD/CFDPoD1/P/CIR/2023/123 dated July 13, 2023, as Annexure- I, Annexure II and Annexure III respectively.

B. Change in Authorized Officials for determining materiality as per Regulation 30 of the SEBI LODR, 2015 with effect from January 02, 2025

The Board further authorized Mr. Arvind Bhandari, Additional and Managing Director, Ms. Varsha Chaudhary Jain, Additional and Whole Time Director, and Mr. Anup Karnwal, Company Secretary and Compliance Officer as the Key Managerial Personnel (“KMP”) of the Company with effect from January 02, 2025 for the purpose of determining materiality of an event or information and for the purpose of making disclosures to stock exchange under Regulation 30 of the SEBI LODR, 2015.

Accordingly, please find below the contact details of the KMP’s authorized for the purpose of determining materiality of an event or information and for the purpose of making disclosures to stock exchange:

S. No. Name & Designation of KMP Contact Details
1. Mr. Arvind Bhandari
Additional and Managing Director
Phone:01147472727
Emailid:
[email protected]
Address:1stFloor, ABW Elegance Tower,
Plot No.8, Commercial Centre, Jasola,
New Delhi-110025
2. Ms. Varsha Chaudhary Jain,
Additional and Whole Time Director
3. Mr. Anup Karnwal,
Company
Secretary
and
Compliance
Officer

The aforesaid information will also be available on the website of the Company.

The meeting of the Board of Directors commenced at 12:00 P.M. and concluded at 12:40 P.M.

We request you to take the above information on record.

Thanking you.

Yours sincerely, For Goodyear India Limited

Digitally signed by ANUP KARNWAL ANUP KARNWAL Date: 2024.12.30 12:43:56 +05'30'

Anup Karnwal Company Secretary & Compliance Officer

Encl.: as above

Annexure- I

Details as per Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023:

Mr. Arvind Bhandari

S. No. Particulars Details
1 Reason for change Appointment as an Additional and Managing Director (Key
Managerial Personnel) of the Company
2 Date of appointment and
Term of appointment
Effective from January 02, 2025
Term of Appointment: Full time employment
3 Brief Profile Mr. Arvind Bhandari is a Business Leader with more than 25
years of experience across categories covering the
complete consumer space, with Large Indian as well as
global multinationals like ITC, Pepsi, and Nestle. His career
spans sales, branding, marketing, and general management
roles in India, South Africa, and Switzerland, with a global
reach across Asia, Africa, LATAM, the Middle East, and the
USA.
Notable roles in his career include Global CEO of Wyeth
Nutrition, EVP & Regional Business Head at Nestle
Nutrition, and Managing Director for Eastern & Horn of
Africa.
He is an MBA from SP Jain University, Mumbai and has
completed his Bachelor’s in Arts from St. Stephen’s College
and Executive Management Programme from IMD,
Switzerland.
4 Disclosure
of
relationship
with
Directors
Not related to any other Director of the Company

Annexure- II

Details as per Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023:

Mr. Rajeev Kher

S. No. Particulars Details
1 Reason for change Completion of tenure as Independent Non-Executive
Director of the Company
2 Date of cessation Close of business hours of March 05, 2025
3 Brief Profile N.A.
4 Disclosure
of
relationship
with
Directors
N.A.

Annexure- III

Details as per Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023:

Mr. Sumit Dutta Chowdhury

S. No. Particulars Details
1 Reason for change Appointment as an Independent Non-Executive Director of
the Company
2 Date of appointment and
Term of appointment
Effective from March 06, 2025
Term of Appointment: Appointment of Mr. Sumit Dutta
Chowdhury for a term of five consecutive years with effect
from March 06, 2025 to March 05, 2030 subject to approval
of shareholders.
3 Brief Profile Mr. Sumit Dutta Chowdhury is a seasoned leader with a
strong background in digital transformation, having led and
delivered technology-based solutions for both companies
and Governments across various sectors and geographies.
He brings subject matter expertise in technology,
government, and ESG, particularly in driving the use of
Artificial
Intelligence,
machine
learning,
and
digital
transformation. He has been a Program Manager Consultant
under the Smart Cities Mission, including Agra Smart City,
which under his guidance has won multiple national, global,
and MoHUA awards for technology design and deployment.
He led the PMU of Swachh Bharat Mission. He is also
consulting with the Government of Mauritius on several
Digital transformation projects.
He is the Founder and CEO of GreenEarthX Inc., pioneering
the world’s first Green Hydrogen Trading Exchange, a
Fintech platform for global commerce of sustainable fuels.
Also, as the Founder of Gaia Smart Cities, he has been
engaged in strategic consulting and Digitalization solutions
using its network of global experts in Smart Cities, IOT,
Devices, Networks and follow up with execution of the
concepts.
Mr. Chowdhury has held leadership roles at Reliance Jio,
Reliance Communications, IBM, KPMG, and Brookfield
Properties, earning recognition. He is also an author of
bestselling career management book, TEDx speaker, and
visiting faculty member at Carnegie Mellon University, USA.
Mr. Chowdhury holds degrees in BTech from IIT Kanpur,
and Master of Science & Ph.D. from Carnegie Mellon
University, USA.
4 Disclosure
of
relationship
with
Directors
Not related to any other Director of the Company