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Josts Engineering Co. Ltd. Board/Management Information 2026

Mar 24, 2026

63766_rns_2026-03-24_54b61620-0bb0-4a5c-bbe3-d82ef42df56b.pdf

Board/Management Information

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To, The Secretary, 24[th] March, 2026 BSE Ltd., Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400001

Dear Sir,

Scrip Code- 505750

Subject- Outcome of Board Meeting held on 24[th] March, 2026

We wish to inform you that the Board of Directors of the Company, at its Meeting held today, i.e 24[th] March, 2026, inter-alia, has approved and taken on record the following:

  1. Considered and approved the proposal for divestment of 50% of its equity investment in its Joint Venture, namely Suryavayu Renewable and Energy Solutions Private Limited (“SRESPL”), to Kay Cee Energy & Infra Limited (“Kay Cee”/ “Proposed Buyer”), at fair market value arrived in Valuation Report i.e. INR 4.124 per share.

Post the Proposed Transaction, SRESPL shall cease to be the Joint Venture.

Requisite details for the aforesaid in terms of Regulation 30 read with Schedule III of the SEBI Listing Regulations and SEBI Master Circular no. HO/49/14/14(7)2025-CFDPOD2/I/3762/2026 issued on July 11, 2023 and last updated on January 30, 2026 (“SEBI Master Circular”), is enclosed as Annexure – A

  1. Considered and approved the incorporation of Wholly Owned subsidiary of the Company in India, which would help the Company to leverage the future growth opportunities.

The details required under regulation 30 of SEBI Listing Regulations, 2015 read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023 as modified by SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023 are enclosed as Annexure - B .

  1. Took note of the resignation of Mr. Pranesh Bhandari from the post of the Chief Financial Officer and Key Managerial Personnel of the Company with effect from 31[st] March, 2026. The Company places on record its deep sense of appreciation for the services rendered by him and for his contributions to the company.

The details required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD1/P/CIR/2023/123 dated July 13, 2023 has been submitted to BSE Ltd vide letter dated 23[rd] March, 2026.

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  1. Considered and approved the appointment of Mr. K C Somani as the Chief Financial Officer and designated as Key Managerial Personnel (“Senior Management Personnel”) of the Company with effect from 1[st] April, 2026.

The details required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD1/P/CIR/2023/123 dated July 13, 2023 is as follows:

S. No Particulars Description
1 Reason
for
change
viz.
appointment,
~~resignation,~~
~~removal, death or otherwise~~
Appointment of Mr. K C Somani as the Chief
Financial Officer (“Key Managerial Personnel”)
of the Company with effect from 1stApril, 2026.
2 Date
of
appointment
/
reappointment / cessation
(as applicable) & term of
appointment
/
reappointment;
The Board of Directors in their meeting held
today, based on the recommendation of the
Nomination and Remuneration Committee and
Audit Committee considered and approved the
appointment of Mr. K C Somani as Chief
Financial Officer and designated as Key
Managerial Personnel (“Senior Management
Personnel”) of the Company with effect from 1st
April, 2026.
3 Brief profile Mr. K. C. Somani is a qualified Chartered
Accountant from the Institute of Chartered
Accountants of India. He has over 40 years of
experience in financial planning, budgeting,
accounts, and internal controls. He has worked
with JSW Steels Limited and Ispat Group in the
past.
4 Disclosure of relationships
between directors (in case
of
appointment
of
a
director)
Not Applicable
  1. Pursuant to regulation 30(5) of the SEBI (Listing Obligation & Disclosure Requirements), Regulations 2015, the following Directors/officials of the Company are hereby "severally" authorized for the purpose of determining materiality of an event or information and for the purpose of making disclosures to Stock Exchanges (s), with effect from 1[st] April, 2026.

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S. No. Name of the Officials Designation Contact No. Email Id
1 Mr.
Jai
Prakash
Agarwal
Chairman and
Whole
Time
Director
+91-022-
62674000
[email protected]
2 Mr. Vishal Jain Managing
Director
and
CEO
+91-022-
62674000
[email protected]
3 Mr. K C Somani Chief Financial
Officer
+91-022-
62674000
[email protected]
4 Mrs. Babita Kumari Company
Secretary
+91-022-
62674000
[email protected]

The Board Meeting commenced at 07:30 p.m. and concluded at 08:22 p.m.

Kindly take the above information on record.

Thanking You, For Jost’s Engineering Company Limited

Digitally signed BABITA by BABITA KUMARI KUMARI Date: 2026.03.24 21:16:06 +05'30' Babita Kumari Company Secretary M. No.: A40774

Encl: As above

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Annexure – A

Disclosure for Sale of stake in the Joint Venture of Listed Entity

Disclosure for Sale of stake in the Joint Venture of Listed Entity
Sl No. Particulars Details
1. The amount and percentage of the
turnover or revenue or income and net
worth contributed by such unit or
division or undertaking or subsidiary or
associate company of the listed entity
during the last financial year i.e. 31st
March 2025
Name
of
the
Joint Venture:
Suryavayu
Renewable and Energy Solutions Private
Limited
Particulars
Amount
(INR Rs.)
Total Income Nil
Net worth
Rs. 5,00,000
2. Date on which the agreement for sale
has been entered into
No separate agreement for sale shall be
executed for transfer of shares. Transfer of
shares shall be done through execution of
transfer deed.
3. The expected date of completion of
sale/disposal
Proposed
Transaction
is expected to be
completed within a period 1 month.
4. Consideration received
from
such
sale/disposal
Consideration of INR 4.124 per share shall be
received by the Company on completion of the
Proposed Transaction.
5. Brief details of buyers and whether any
of the buyers belong to the promoter/
promoter group/group companies. If
yes, details thereof;
Kay Cee Energy & Infra Limited (‘Kay Cee’), a
company incorporated under the provisions of
Companies Act, 1956, is engaged in the business
of
power
transmission
and
distribution
Infrastructure.
Kay
Cee
does
not
belong
to
the
promoter/promotergroup/groupcompanies.
6. Whether the transaction would fall
within related party transactions? If
yes, whether the same is done at "arm's
length"
It is not a related party transaction.
7. Whether the sale, lease or disposal of the
undertaking is outside Scheme of
Arrangement? If yes, details of the same
including compliance with regulation
37A of LODR Regulations
Yes, Outside the Scheme of Arrangement.
Regulation 37A not applicable

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8. Additionally, in case of a slump sale,
indicative disclosures provided for
amalgamation/merger,
shall
be
disclosed by the listed entity with
respect to such slumpsale
Not applicable
BABITA
KUMARI
Digitally signed
by BABITA
KUMARI
Date: 2026.03.24
21:16:36 +05'30'

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Disclosure for Incorporation Annexure – B
of Subsidiary of the Listed Entity
S. No Particulars Details
1. Name of the target entity, details in
brief such as size, turnover etc.
Name: Josts Techno Solutions Pvt Limited or Josts
Tech Services Pvt Ltd or any other names as may be
approved by the Ministry of Corporate Affairs.
Proposed Authorized Share Capital: ₹ 1,00,000/-
(Rupees one lakhs only).
2. Whether the acquisition would fall
within related party transaction(s)
and
whether
the
promoter/promoter group/ group
companies have any interest in the
entity being acquired? If yes, nature
of interest and details thereof and
whether the same is done at 'arm's
length"
The proposed Wholly Owned Subsidiary Company
once incorporated will be a related party of the
Company.
Promoter/promoter group/ group companies will
not have any equity interest in the entity.
The Company has also taken prior approval of the
Audit Committee.
The proposed investment in Wholly owned
Subsidiary Company will be made at arms' length
basis.
3. Industry to which the entity being
acquired belongs
Engineered Products and Service Business
4. Object and effect of acquisition
(including but not limited to,
disclosure
of
reasons
for
acquisition of target entity, if its
business is outside the main line of
business of listed entity)
The proposed wholly owned subsidiary company to
be incorporated in India shall carry out the business
in the field of Engineered Products and Service.
5. Brief details of any governmental
or regulatory approvals required
for the acquisition.
Not Applicable
6. Indicative
time
period
for
completion of the acquisition
The completion of the incorporation is subject to
completion of the process as required by Ministry
of Corporate Affairs.
7. Consideration
-
whether
cash
consideration or share swap and
details of the same.
Cash consideration
8. Cost of acquisition or the price at
which the shares are acquired
The proposed Wholly Owned Subsidiary company
to be incorporated with subscription amount of Rs.
1,00,000/- (Rupees One Lakh Only).

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9. Percentage
of
shareholding
/
control acquired and / or number
of shares acquired.
100%
10. Brief background about the entity
acquired in terms of products/line
of business acquired, date of
incorporation, history of last 3
years turnover, country in which
the acquired entity has presence
and
any
other
significant
information(in brief)
Not Applicable since the company is yet to be
incorporated.
BABITA
KUMA
RI
Digitally signed
by BABITA
KUMARI
Date:
2026.03.24
21:17:05 +05'30'

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