Kinetic Engineering Ltd. — Board/Management Information 2021

Feb 10, 2021

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Date: 10[th] February, 2021

To,

The Manager - Corporate Relationship Department, BSE Limited, 1st Floor, Phiroze Jeejeebhoy Towers, Fort, Mumbai- 400 001. Maharashtra, India

Scrip Code: BSE-500240 Subject: Outcome of the Board Meeting.

Dear Sir/Madam,

This is to inform you that the Board of Directors of the Company at its meeting held today, which commenced at 12:00 Noon and concluded at 01:50 p.m., inter-alia, unanimously approved / took on record following:

1. Issuance and allotment of upto 17,70,862 equity shares on preferential basis to Mr. Ajinkya A. Firodia (DIN - 00332204), Managing Director and Promoter of the Company, subject to approval of the shareholders. The Board has proposed to obtain shareholders’ approval for the same through Postal Ballot.

The above referred allotment shall be made at INR 35/- per equity share i.e. the higher of the price determined and arrived at in the manner as set out in the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the “SEBI ICDR Regulations").

The proposed Issue will be undertaken in accordance with the provisions of Chapter V of the SEBI ICDR Regulations, and any other applicable rules / regulations / guidelines, if any, prescribed by any other regulatory or statutory authorities. The Company shall subsequently intimate the other relevant details of the postal ballot for the Shareholders’ approval to be held for this purpose.

1. Appointment of Mr. Venkataiah Madipalli (DIN: 00041420) as an Additional Director in the capacity of Independent Director on the Board of the Company, for a term of 5 years effective from 10[th] February, 2021, subject to shareholders’ approval.

Further the details required under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular no. CIR/CFD/CMD/4/2015 dated September 09, 2015, are given in the enclosed Annexure I.

1. Unaudited Financial Results of the Company for the quarter and nine months ended 31[st] December, 2020 along with Limited Review Report thereon from the Statutory Auditors of the Company.

2. Reconstitution of the following committees of the Board of Directors upon induction of Mr. Venkataiah Madipalli, as Additional Director in the capacity of Independent Director on the Board of the Company: -

3. Audit Committee

4. Nomination and Remuneration Committee

5. Stakeholders’ Relationship Committee

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The Constitution of the above referred Committees as given hereunder separately as Annexure II.

It is requested to take this intimation on record and acknowledge receipt of the same.

Thanking you, Yours faithfully,

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Encl: a/a

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ANNEXURE I

Details required under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular no. CIR/CFD/CMD/4/2015 dated September 09, 2015

Sr. No.	Particulars	Details
1	Name of the Director	Mr. Venkataiah Madipalli (DIN: 00041420)
2	Reason for change viz. appointment, resignation, removal, death or otherwise;	Appointment
3	Date of Appointment / Change in designation	10thFebruary, 2021
4	Term of Appointment	5 years
6	Disclosure of relationships between directors (in case of appointment of director)	None
7	Affirmation	Based on the information available with us the Directors is not debarred from holding the office of a director by virtue of any SEBI order or any other such authority.
8	Brief Profile	M.I.E. Mechanical Engineering from The Institute of Engineers of India. Mr. Venkataiah Madipalli, is a Professional Engineer over 45 years of experience in the Automotive Industries. He has served renowned organizations like Hindustan Aeronautics Ltd., Tata Motors Ltd. (Formerly known as TELCO), Force Motors Ltd. (Formerly known as Bajaj Tempo) and Kinetic Engineering Limited in the past.

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Annexure II

The committees of Board of Directors as reconstituted effective from 10[th] February, 2021 post appointment of Mr. Venkataiah Madipalli (DIN: 00041420) as Additional – Independent Director as under: 1. Audit Committee:

Sr. No.	Name of the Director	Designation
1.	Mr. Shirish Kotecha	Chairperson
2.	Mr. Ramesh Kabra	Member
3.	Mr. Jinendra Munot	Member
4.	Mr. Rohit Bafana	Member
5.	Mr. Venkataiah Madipalli	Member

2. Nomination and Remuneration Committee:

Sr. No.	Name of the Director	Designation
1.	Mr. Shirish Kotecha	Chairperson
2.	Mr. Ramesh Kabra	Member
3.	Mr. Jinendra Munot	Member
4.	Mr. Rohit Bafana	Member
5.	Mr. Venkataiah Madipalli	Member

3. Stakeholders’ Relationship Committee

Sr. No.	Name of the Director	Designation
1.	Mr. Shirish Kotecha	Chairperson
2.	Mr. Ramesh Kabra	Member
3.	Mr. Jinendra Munot	Member
4.	Mr. Rohit Bafana	Member
5.	Mr. Venkataiah Madipalli	Member

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