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Hind Rectifiers Ltd. Board/Management Information 2024

Oct 30, 2024

62363_rns_2024-10-30_37e1c813-0f75-4966-8819-755a9a8a3d7c.pdf

Board/Management Information

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Hind Rectifiers Limited Website :wwwhirectcom

Registered Office Address : Lake Road, Bhandup (W), Mumbai - 400078. Tel. : +91-22-49601775 ® Email : [email protected] / [email protected]

No. HIRECT/SEC/2024-25/42
Ref.
October 30, 2024
BSE Limited National Stock Exchange of India Limited
Rotunda Building, "Exchange Plaza" 5'* Floor, C-1, Block 'G'
Phiroz Jeejeebhoy Towers, Bandra Kurla Complex,
Dalal Street, Mumbai Bandra (East) Mumbai 400 051
400 001 Maharashtra
Security Code No.: 504036 Symbol: HIRECT Type of Security: Equity

Sub: Outcomes of the Board Meeting (started at 11:15 am and concluded at 1:10 pm) and Nomination & Remuneration Committee dated October 30, 2024

Dear Sir/ Madam,

I. ESOP 2018

In accordance with the provisions of the Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the "Listing Regulations"), we hereby inform you that a meeting of the Nomination and Remuneration Committee of the Company was held on October 30, 2024 started at 9:40 am and concluded at 10:00 am.

The Committee approved the allotment of 24815 equity shares of Rs. 2/- each of the Company fully paid up, pursuant to exercise of options under HIRECT Employees Stock Option Plan- 2018 (ESOP 2018).

The Company's Employees Stock Option Scheme, viz. 'HIRECT Employees Stock Option Plan - 2018' or 'ESOP 2018', was approved by the members of the Company in the 60 Annual General Meeting on August 13, 2018, for 2,50,000 options convertibles into an equal number of equity shares. The Nomination and Remuneration Committee of the Board of Directors of the Company, inter alia, administers and monitors the Employees' Stock Option Plan of the Company. The options grant and vest based upon the performance of the Employee, as may be determined by the Nomination and Remuneration Committee from time to time but shall not be less than 1 (one) year and not more than 4 (four) years from the date of grant of options. Vesting may happen in one or more tranches. The options granted may be exercised by the option grantee within a maximum period of one year

Perfectly Engineered Power Conversion Systems

Hind Rectifiers Limited

from the date of last vesting of options. The exercise price shall be based on the market price of the Company which shall mean the latest closing price on a recognized stock exchange on which the shares of the Company are listed on the date immediately prior to the date of a meeting of the Committee on which grant is to be made. The maximum term of the options granted under the scheme shall be five years from the date of grant. The scheme contemplates a new issue of shares by the Company ("Primary Shares"). There is neither change in the scheme nor variation in terms of options. The scheme is in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

Further, please find enclosed the details as required under Regulation 10(c) of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

II. Intimation of changes in Senior Management Personnel

Pursuant to Regulation 30, read with Schedule III, of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), we hereby notify that:

    1. Mr. Lalit Tejwani, has been designated as Chief Strategy Officer (Genior Management Personal)
    1. Mr. K. R. Narayan, has been designated as Chief Revenue Officer (Senior Management Personal)
    1. Mr. Shailesh Jadhav, has been designated as Vice President Operations (Senior Management Personal).
    1. Mr. B. Brahmananda Reddy, has been designated as Vice President R&D (Senior Management Personal)

These changes are effective immediately, following the recommendation of the Nomination and Remuneration Committee, and were approved by the Board of Directors at its meeting held today, Le., October 30, 2024. The categorization of the above officers as Senior Management Personnel has also been approved/changed.

The particulars of the above officers, in relation to their categorization or change in designation as Senior Management Personnel, as required under SEBI Circular No. SEBI/HO/CFD/CFD-PoD1/P/CIR/2023/123 dated July 13, 2023, are enclosed as Annexure.

III. Dehradun Plant

This is to inform that the Board of Directors of the Company at their meeting held on October 30, 2024 considered the approval for sale of Dehradun Plant (located at situated at New Khasra No.64- 67 & 74, Village Charba, Langha Road, Dehradun- 248197) of the Company not less than Rs. Eight Crores to unrelated party. Please note that the Board decided to close this plant in its meeting held on August 8, 2023. The Company's manufacturing operations at Dehradun plant accounted for total revenue of Rs. 10.59 crore for the year ended March 31, 2024 (representing 2.05% share to the Company's total revenue for the financial year ended March 31, 2024).

Further, the Board has considered and approved the postal ballot in its today's meeting. We request you to take the above on record and treat the same as compliance under the applicable provisions of the SEBI Listing Regulations, 2015. Thanking you, Yours faithfully, For Hind Rectifiers Limited

Macnekrle Acc Lhe

Meenakshi Anchlia Company Secretary & Compliance Officer Encl: As above

Hind Rectifiers Limited

Details under Regulation 10(c) of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021

®
Hind Limited
Rectifiers
Details under Regulation 10(c) of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021
1 Company name and address of Registered Office:
Hind Rectifiers Limited, Lake Road, Bhandup West Mumbai 400078
2 Name of the Stock Exchanges on which the company's shares are listed:
BSE Limited and National Stock Exchange of India Limited
3 Filing date of the statement referred in Regulation 10(b) of the SEBI (Share Based Employee
Benefits) Regulations, 2021 with Stock Exchange:
Employee
scheme
was
under
Based
The
institutionalized
erstwhile
SEBI
(Share
the
the
Benefits) Regulations, 2014. The schemes comply with provisions of the SEBI (Share Based
Employee Benefits and Sweat Equity) Regulations, 2021.
4 Filing Number, if any: BSE case no. 129001 and NSE Application no. 26701
5 Title of the Scheme pursuant to which shares are issued, if any:
HIRECT Employees Stock Option Plan - 2018 ("ESOP 2018")
6 Kind of security to be listed: Equity Shares
7 Par value of the shares: Rs. 2/-
8 Date of issue of shares: October 30, 2024 (Date of allotment on exercise)
9 Number of shares issued: 24815 equity shares
10 Share Certificate No., if applicable: NA
11 Distinctive number of the share, if applicable: 17137861 to 17162675
12 ISIN Number of the shares if issued in Demat: INE835D01023
13 Exercise price per share: 24815 equity shares exercised at Rs. 85 per share
14 Premium per share: Rs. 83 per share
15 Total Issued shares after this issue: 17162675 (no. of equity shares)
16 Total Issued share capital after this issue: Rs. 3,43,25,350
17 Details of any lock-in on the shares: NA
18 Date of expiry of lock-in: NA
19 Whether shares identical in all respects to existing shares if not, when will they become
identical?
Yes, the shares rank pari passu with the existing shares
20 Details of listing fees, if payable: NA

Hind Rectifiers Limited

Annexure

®
Limited
Rectifiers
Annexure
Reason for change viz. appointment, resignation, Mr. Lalit Tejwani
Designated as Chief Strategy Officer - Senior Management Personnel
removal, death or otherwise.
Date of appointment /cessation / (as applicable)
& term of appointment
Mr. Lalit Tejwani, currently serving as the Chief Marketing Officer of the
Company, has been designated as Chief Strategy Officer of the Company
Brief Profile (in case of appointment) effective October 30, 2024
Mr. Lalit Tejwani, Chief Strategy Officer, is responsible for shaping the
Company's strategic direction and fostering long-term growth. He leads efforts
to identify new business opportunities, assess market trends, and leverage
competitive insights to ensure alignment with the Company's vision. A key
part of his role is to identify and evaluate acquisition opportunities that drive
inorganic growth, expanding the Company's reach and market presence. Mr.
Tejwani works closely with cross-functional teams to ensure the effective
optimizing
and _ enhancing
execution
resources
strategic
initiatives,
of
operational efficiency. His expertise in strategic planning and building high
impact partnerships has been instrumental in strengthening the Company's
position in a rapidly evolving market.
Disclosure of relationships between directors (in
case of appointment of a director)
Not Applicable
Reason for change viz. appointment, resignation, Mr. K. R. Narayan
Designated as Chief Revenue Officer - Senior Management Personnel
removal, death or otherwise.
Date of appointment /cessation / (as applicable)
& term of appointment
Mr. K. R. Narayan, currently serving as the Vice President Marketing of th
Company, has been designated as Chief Revenue Officer of the Company
effective October 30, 2024
Brief Profile (in case of appointment)
Disclosure of relationships between directors (in
Mr. K. R. Narayan, Chief Revenue Officer, is a seasoned Power Electronic
Engineer
application-based
with
over
years
expertise
sales
an
35
of
in
marketing
segments,
semiconductors,
including
industrial
electrostati
for
pollution control, and electrochemical industries in both Indian and global
markets. He has also worked extensively in rail transportation with Indiag
Railways. Mr. Narayan has played a vital role in the Company's growth
leveraging his deep industry knowledge and market insights to drive revenu
and strengthen customer relationships. His strategic approach and technical
acumen have been instrumental in expanding Hind Rectifiers' market footprin
and fostering innovation within the organization.
Not Applicable
case of appointment of a director) M r. Shailesh Jadhav
Reason for change viz. appointment, resignation,
removal, death or otherwise.
Date of appointment /cessation / (as applicable)
Designated as Vice President - Operations - Senior Management Personnel
Mr. Shailesh Jadhav, currently serving as the Assistant Vice President -
& term of appointment
Brief Profile (in case of appointment)
Company,
Operations
has been
designated
President
Vice
of the
as
-
Operations of the Company effective October 30, 2024
Mr. Shailesh Jadav serves as the Vice President of Operations, bringing
extensive expertise in managing and optimizing Company operations. He
Company,
performance
productions
focusing
proactive
leads
of the
on
monitoring to identify efficiency gaps and develop effective solutions. His role
encompasses budgeting for multiple
with a keen eye
projects,
on
cost
monitoring and control. Mr. Jadav oversees the creation and execution of
monthly, quarterly, and yearly production plans, ensuring alignment with
manages
business
Additionally,
inventory
and _
control
goals.
he
is
new
instrumental
developing
relationships
strengthen
supplier
in
to
Through
Marketing
coordination
operational
resources.
with
close
the
department,
seamless
ensures
execution,
driving
project
further
he
the
Company's success.
Disclosure of relationships between directors (in
case of appointment of a director)
Not Applicable
Mr. B. Brahmananda Reddy
Reason for change viz. appointment, resignation,
removal, death or otherwise.
Designated as Vice President - R&D Head - Senior Management Personnel
Date of appointment /cessation / (as applicable)
& term of appointment
Mr. B. Brahmananda Reddy, currently serving as the General Manager, R& Do
the Company, has been designated as Vice President - R&D effective October 3q
2024
Brief Profile (in case of appointment) Mr. B. Brahmananda Reddy, Vice President of Research and Development
plays a pivotal role in advancing technological innovation within the Company
His responsibilities include identifying emerging technological areas and new
commercial
documents,
products,
preparing
and
tender
technical
an
Reddy
the marketing
supporting
team in
bid submissions.
oversees the
Mr.
ful]

Rectifiers Limited

®
Limited
Rectifiers
development—from design, internal and external testing}
cycle of product
certification, and field trials to commissioning and production transfer — whil
providing ongoing support to the operations and service teams. He actively
seeks potential technology partners, both locally and internationally, to facilitat
technology transfers and localize production at Hirect. Additionally, he manage
recruitment, training, and performance management for R&D staff, ensuring
high level of expertise within the team. His work also includes designing tes
Disclosure of relationships between directors (in setups, procuring essential components to maintain a well-equipped world clas
state of the art R@D environment and managing R&D inventory.
Not Applicable
case of appointment of a director)