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Orient Bell Limited — Board/Management Information 2025
May 22, 2025
61797_rns_2025-05-22_7d6f704a-99d9-4d81-8e90-d8992c155269.pdf
Board/Management Information
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OBL:HO:SEC:00:
New Delhi : 22.05.2025
BSE Limited National Stock Exchange of India Ltd. Corporate Relation Department Exchange Plaza, 1st Floor, New Trading Ring Plot No. C/1, G Block, Rotunga Building, Phiroze Jeejeebhoy Bandra-Kurla Complex, Towers, Dalal Street, Bandra (E) Mumbai - 400 001 Mumbai-400 051 Stock Code - 530365 Stock Code: ORIENTBELL
Sub: Outcome under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Para A of Part A of Schedule III of the said Regulations.
Dear Sir/Madam,
This is with reference to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Para A of Part A of Schedule III of the said Regulations.
In this regard, we wish to inform you that the Board of Directors at its meeting held today i.e. on Thursday, 22[nd] May, 2025, has:
1. Considered and approved the Audited Financial Results (Standalone and Consolidated) of the Company for the quarter and year ended March 31, 2025 together with Auditor Reports of the Statutory Auditors.
In compliance with the provisions of the Regulation 33(3)(d) of the Listing Regulations read with the SEBI ‘s Circular No. CIR/CFD/CMD/56/2016 dated May 27, 2016, we hereby declare that the Statutory Auditors - M/s. S.R. Dinodia & Co. LLP, Chartered Accountants, have issued the Audit Reports with unmodified opinion on the Audited Financial Results (Standalone and Consolidated) of the Company for the quarter and year ended March 31, 2025.
Pursuant to Regulation 46(2)(l)(ii) of Listing Regulations, the aforesaid financial results shall be uploaded on the website of the Company i.e. www.orientbell.com.
Pursuant to Regulation 47(1) of Listing Regulations, the Quick Response Code and the details of the webpage where complete financial results of the Company for the quarter and financial year ended March 31, 2025 are accessible to the Investors, shall be published in the newspapers as per the Listing Regulations.
2. Approved & recommended the dividend of Re. 0.50 (fifty paisa) per equity share (face value Rs. 10/- per equity share) for the financial year ended March 31, 2025, subject to the approval of shareholders at forthcoming Annual General Meeting. The dividend, if declared, shall be paid to the shareholders, subject to deduction of tax at source at applicable rates, within thirty days from the date of declaration.
YOGESH YOGESH MENDIRAT MENDIRATTA 2025.05.22 TA 15:59:51 +05'30'
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3. Considered and approved the revision in the Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information and Code of Conduct for Prevention of Insider Trading, the said Codes shall be made available on the website of the Company i.e. www.orientbell.com.
4. Approved the re-appointment of Ms. Bindiya Shyam Agrawal (DIN: 09373404) as a Non-Executive Non-Independent Director of the Company for a further term of one year from 28[th] October, 2025 to 27[th] October 2026 after considering the recommendation of the Nomination and Remuneration Committee and further recommended to the shareholders for its approval at the ensuing Annual General Meeting.
The details as required under Regulation 30 of the Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023 are enclosed as Annexure-A.
5. Approved the appointment of Ashu Gupta & Co., Company Secretary in Whole Time Practice (FCS - 4123; CP - 6646) as Secretarial Auditor of the Company for a single term of 5 consecutive years from FY 2025-26 to FY 2029-2030 after considering the recommendation of the Audit Committee and further recommended to the shareholders for its approval at the ensuing Annual General Meeting.
The details as required under Regulation 30 of the Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023 are enclosed as Annexure-B.
Further, as per the circulars of the BSE Limited and the National Stock Exchange of India Limited relating to the "Enforcement of SEBI Orders regarding appointment of Directors by the listed Companies" dated June 20, 2018, Ms. Bindiya Shyam Agrawal is not debarred from holding the office of Director by virtue of any SEBI order or any other authority.
Further the above said Board Meeting commenced at 12:30 P.M. and concluded at 03:35 P.M.
This is for your kind information and record.
Yours faithfully, for Orient Bell Limited YOGESH YOGESH MENDIRATTA MENDIRATTA 2025.05.22 16:03:51 +05'30'
Yogesh Mendiratta
Company Secretary & Head - Legal Encl.: as above
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Annexure – A Detail for re-appointment of Ms. Bindiya Shyam Agrawal as a Non-Executive NonIndependent Director of the Company:
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Sr. Particulars Details
No.
1. Reason for change The present term of appointment of Ms. Bindiya Shyam
Agrawal, Non-Executive Non-Independent Director will
expire on October 27, 2025.
In view of the above, the Board of Directors has, on the
recommendation of the Nomination and Remuneration
Committee of the Company, approved and recommended to
the shareholders the re-appointment of Ms. Bindiya Shyam
Agrawal as a Non-Executive Non-Independent Director of the
Company for the further term of one year effective from
October 28, 2025 to October 27, 2026.
2. Date of appointment From 28.10.2025 to 27.10.2026 for a period of 1 year.
and term of
appointment
3. Brief profile Ms. Bindiya holds an MBA from Haas School of Business, UC
Berkeley. She brings 16+ years of rich and diversified
experience across industries, held varied leadership roles and
worked across multiple leading organizations such as
McKinsey & Company, Myntra & Jabong, Lodha Ventures,
and Cactus Venture Partners (CVP), solving a variety of
problems. At present she is a Partner (external consultant) at
SKC World, focusing on Clarow - a suit of SKC’s Enterprise
Building Products.
Her expertise lies in leading business turnarounds,
transformational growth, strategy initiatives and running
CEO’s office. One of her key strengths is finding solutions to
complex problems through inner clarity. She enjoys turning
around problem areas into opportunities and galvanizing
teams to punch much above their weight. Her collaboration
style is open, engaging, and focused on impact.
She held the position of a Director on the Board of Sakthi Auto
Component Limited, appointed by AAPICO Hitech Public
Company Limited, a Thailand based business conglomerate,
between Jan’22 and Dec’23, the period when AAPICO held
majority shareholding in the Company.
Ms. Bindiya is a self-confessed seeker and a deep meditator.
4. Disclosure of Ms. Bindiya Shyam Agrawal is not related to any Director of
relationships the Company.
between Directors
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YOGESH YOGESH MENDIRATTA MENDIR 2025.05.22 16:08:21 ATTA +05'30'
Except aforementioned, there is no other change in the Directorship of the Company.
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Details of appointment of Secretarial Auditor of the Company Annexure – B
| Sr. No. |
Particulars | Details |
|---|---|---|
| 1. | Reason for change | Appointment of Ashu Gupta & Co., Company Secretary in Whole Time Practice (FCS - 4123; CP - 6646) as Secretarial Auditor of the Company. |
| 2. | Date of appointment and term of appointment |
The Board at its meeting held on 22ndMay, 2025, approved the appointment of Ashu Gupta & Co., a Company Secretary in Whole Time Practice (FCS - 4123; CP - 6646) as Secretarial Auditor of the Company for a single term of 5 consecutive years from FY 2025-26 to FY 2029-2030, subject to approval of the shareholders at the ensuingAnnual General Meeting |
| 3. | Brief profile | M/s. Ashu Gupta & Co. is a leading practicing Company Secretaries with over 30 years of experience in corporate secretarial and legal arena working for large Industrial houses/ institutions in India and abroad. Ms. Ashu Gupta is a thorough professional having in-depth knowledge of securities related laws and regulations and laws related to various corporate affairs. Ms Ashu Gupta specializes in corporate restructuring, due diligence,audits and certifications. |
| 4. | Disclosure of relationships between Directors (in case of appointment of director) |
Not Applicable |
YOGESH YOGESH MENDIRATTA MENDIRATTA 2025.05.22 16:08:36 +05'30'
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