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Indag Rubber Ltd. Board/Management Information 2024

Mar 28, 2024

62275_rns_2024-03-28_d0354b51-8d10-40f9-9a3c-d084539f1670.pdf

Board/Management Information

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lndag Rubber Limited

Regd.Office :Khemka House, 11, Community Centre, Saket, New Delhi ·110017, India Phone :26963172-73, 26961211, 26663310, 41664618, 41664043, Fax : 011- 26856350 E-mail :[email protected], Website: www.indagrubber. com, CIN-L74899DL1978PLC009038

Works :Village Jhiriwala,Tehsil, Nalagarh,Distt. Solan, Himachal Pardesh - 174101,India Phone :09736000123

ISO900 1: 2015 ISO14001 : 2015

March 27 , 2024

BSE Limited (Company code‐1321) Phiroze Jeejeebhoy Towers, (Scrip code‐509162) Dalal Street, Mumbai-400001.

Subject: Intimation under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 – Changes in Directors and Reconstitution of Committee(s) of the Company.

Dear Sir/Madam,

Pursuant to Regulation 30 read with Part A of Schedule III of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, we hereby inform you that Mr. P. R. Khanna and Ms. Bindu Saxena are completing their second term as Independent Directors of the Company on March 31, 2024.

Accordingly, they shall cease to be a Member of the Board and its Committees w.e.f. close of business hours of March 31, 2024.

Further, we would like to inform you that based on the recommendation of Nomination and Remuneration Committee, the Board of Directors of the Company through circular resolutions passed on March 27 , 2024 have appointed Mr. Nikhil Khanna and Ms. Ranjana Agarwal as an Additional Directors in the category of Independent Directors of the Company for a term of five years with effect from April 01, 2024 subject to the approval of shareholders at the ensuing Annual General Meeting.

The details as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated 13[th] July, 2023 are provided herewith in Annexure nos. 1-4 .

Further, in accordance with Circular no. LIST/COMP/14/2018-19 June 20, 2018 issued by BSE Limited, Mr. Nikhil Khanna and Ms. Ranjana Agarwal are not debarred from holding the office of director by virtue of any SEBI order or any other authority.

The Board of Directors through circular resolution passed on March 27, 2024 have also accorded their approval for reconstituting various committees of the Board w.e.f. April 01, 2024. The Constitution of Committees will be as follows:

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1. AUDIT COMMITTEE:

S.N. Name Nature of Directorship Chairperson/
**Member **
1 Mr. Raj Kumar Agrawal Non-Executive
Independent
Director
Chairman
2 Mr. Sushil Kumar Dalmia Non-Executive
Independent
Director
Member
3. Mr.NandKhemka Chairmancum ManagingDirector Member
4. Ms. Ranjana Agarwal Non-Executive
Independent
Director
Member

2. NOMINATION & REMUNERATION COMMITTEE:

S.N. Name Nature of Directorship Status
in
Committee
1. Mr. Nikhil Khanna Non-Executive
Independent
Director
Chairman
2. Ms. Ranjana Agarwal Non-Executive
Independent
Director
Member
3. Mr. Sushil Kumar Dalmia Non-Executive
Independent
Director
Member
4. Mr. Nand Khemka Chairman cum Managing Director Member

3. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

S.N. Name Nature of Directorship Status
in
Committee
1. Mr. Uday Khemka Non-Executive Director Chairman
2. Mr.NandKhemka Chairmancum ManagingDirector Member
3. Mr. Shiv Khemka Non-Executive Director Member
4. Mr. Vijay Shrinivas CEO & Whole Time Director Member
5. Mr. Nikhil Khanna Non-Executive
Independent
Director
Member

You are requested to kindly take the above on your records. Thanking you.

Yours faithfully,

For Indag Rubber Limited

SONAL Digitally signed by SONAL GARG GARG Date: 2024.03.27 18:17:41 +05'30' Sonal Garg Company Secretary & Compliance Officer

Annexure-1

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

Completion of second term of Mr. P. R. Khanna as Non-Executive Independent Director of the Company

S. No. Particulars Details
1. Reason
for
change
~~viz.~~
~~appointment,~~
~~resignation,~~
~~removal, death or o~~therwise
Completion of his second term as Independent Director
of the Company.
2 Date of cessation Close of business hours of March 31, 2024.
3. Brief Profile Not Applicable
4. Disclosure
of
relationships
between directors
Not Applicable

Annexure-2

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

Completion of second term of Ms. Bindu Saxena as Non-Executive Independent Director of the Company

S. No. Particulars Details
1. Reason
for
change
~~viz.~~
~~appointment,~~
~~resignation,~~
~~removal, death or o~~therwise
Completion of her second term as Independent Director
of the Company.
2 Date of cessation Close of business hours of March 31, 2024.
3. Brief Profile Not Applicable
4. Disclosure
of
relationships
between directors
Not Applicable

Annexure-3

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

Appointment of Mr. Nikhil Khanna as Non-Executive Independent Director of the Company

S. No. Particulars Details
1. Reason
for
change
viz.
appointment,
~~resignation,~~
~~removal, death or otherwise~~
Appointment as an Additional Director in the category of
Non- Executive Independent Director of the Company for
a term of five years.
2 Date of Appointment & term of
appointment
He has been appointed as an Additional and Independent
Director of the Company for a consecutive term of 5
years with effect from April 1, 2024 till March 31, 2029,
subject to the approval of the members in the
forthcoming AGM.
3. Brief Profile Mr. Nikhil Khanna is an experienced professional with a
versatile background spanning over two decades across
infrastructure, aviation, defence, hospitality, luxury
brands, public affairs, and community initiatives.
In 2004, he founded Avian Media (now Avian WE), a
leading force in the public relations industry. His
entrepreneurial journey also includes the establishment
of Chase India in 2011, focusing on shaping public policy
mandates.
Mr. Nikhil holds a B.Com. (Hons.) degree from Shri Ram
College of Commerce, University of Delhi. His skill set
includes strategic leadership, client relations, business
development, public policy advocacy, content strategy,
corporate
social
responsibility,
digital
marketing,
relationship building, and exemplary writing and
communication skills.
4. Disclosure
of
relationships
between directors
As on the date of his appointment, Mr. Nikhil Khanna
would not be related to any of the Directors on the
Board.

Annexure-4

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

Appointment of Ms. Ranjana Agarwal as Non-Executive Independent Director of the Company

S. No. Particulars Details
1. Reason
for
change
viz.
appointment,
~~resignation,~~
~~removal, death or otherwise~~
Appointment as an Additional Director in the category of
Non- Executive Independent Director of the Company for
a term of five years.
2 Date of Appointment & term of
appointment
She has been appointed as an Additional and
Independent Director of the Company for a consecutive
term of 5 years with effect from April 1, 2024 till March
31, 2029, subject to the approval of the members in the
forthcoming AGM.
3. Brief Profile Mrs. Ranjana Agarwal is a professional with over 40
years of experience in audit and related services.
She started her own audit firm Vaish & Associates in
1985 after a short stint in the Law firm Vaish Associates,
Advocates. After successfully serving the risk assurance
needs of various listed companies, she partnered with CC
Chokshi and Deloitte to set up their practice in North
India.
She served as the National President of FICCI FLO and
has been chairing some important initiatives of FICCI and
PHD. She has been serving as a Jury member for the CSR
FICCI Awards for the last several years.
Ms. Ranjana holds a Bachelor’s Honours degree in
Economics from Lady Shri Ram college Delhi and CA
degree from the Institute of Chartered Accountants of
India.
She is the recipient of the Indira Gandhi Priyadarshini
awardforprofessionalexcellence.
4. Disclosure
of
relationships
between directors
As on the date of her appointment, Ms. Ranjana Agarwal
would not be related to any of the Directors on the
Board.