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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:
- 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
- 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 .
- 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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- 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 |
- 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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