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Oswal Greentech Limited Board/Management Information 2025

Aug 29, 2025

60385_rns_2025-08-29_51a8856e-de3d-4f09-9159-f7c5ae009495.pdf

Board/Management Information

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August 29, 2025

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Electronic Filing

Department of Corporate Services/ Listing National Stock Exchange of India Ltd. BSE Limited “Exchange Plaza” Bandra-Kurla Complex, Phiroze Jeejeebhoy Towers, Bandra (E), Dalal Street, Fort, Mumbai-400 051 Mumbai-400 001 Email id: [email protected] Email id: [email protected] Scrip Code : OSWALGREEN Scrip Code No. : 539290

Subject: Outcome of the meeting of Board of Directors of Oswal Greentech Limited held on August 29, 2025

Dear Sir/ Madam,

In compliance with regulations 30 of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 (“Listing Regulations”), we wish to inform that we wish to inform that the Board of Directors in their meeting held today i.e. August 29, 2025, have, inter alia, considered, approved and taken on record the following:

(i) Appointment of Mr. Umang Kaushik Shah (DIN: 11263043) as Additional Director (Independent & Non-executive) of the Company

The Board of Directors based on the recommendation of Nomination & Remuneration Committee has approved the appointment of Mr. Umang Kaushik Shah (DIN: 11263043) as an Additional Director (Non-executive & Independent Director), not liable to retire by rotation, for an initial term of 5 (Five) consecutive years commencing from August 29, 2025, subject to the approval of shareholders at the upcoming Annual General Meeting.

Further, as per the requirement of the circular no. LIST/COMP/14/2018-19 and NSE/CML/2018/24 dated June 20, 2018 issued by the BSE and NSE respectively, we hereby confirm that Mr. Umang Kaushik Shah is not debarred from holding the office of Director by virtue of any Order passed by the Securities and Exchange Board of India or any other such authority.

The disclosure pursuant to regulation 30 of the Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024 is also attached herewith as Annexure I.

(ii) Adoption to Memorandum & Articles of Association of the Company

Pursuant to the requirements of Regulation 30 read with Part A of Schedule III of SEBI Listing Regulations, we wish to inform you that the members of the Company have approved alteration to existing Memorandum of Association (‘MOA’) and Articles of Association (‘AOA) of the Company by way of adoption of new set of MOA & AOA to make it in line with the Companies Act, 2013, by way of Special Resolution to be passed at the ensuing 43[rd] Annual General Meeting of the Company and any regulatory/ statutory approvals, as may be required under the applicable laws.

Brief details of alterations approved to the existing MOA and AOA, as required under Regulation 30

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of the SEBI Listing Regulations, read with SEBI Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024 (as amended from time to time), is given as Annexure II .

You are hereby requested to take the above information on record.

Thanking you,

Yours sincerely, For Oswal Greentech Limited

Digitally signed by SONAL SONAL GUPTA GUPTA Date: 2025.08.29 14:09:05 +05'30'

Sonal Gupta Company Secretary & Compliance Officer

Encl: A/a

Time of commencement: 01:00 P.M. Time of conclusion: 02:05 P.M.

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Annexure-I

Annexure-I

Details with respect to appointment of Mr. Umang Kaushik Shah as Additional Director (Independent & Non-executive) of the Company, as required under SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024

S. No. Details of events that need to beprovided Information of such events
1 Reasonforchangeviz.,appointment~~,~~re-appointment,resignation, removal, death orotherwise Appointment of Mr. Umang Kaushik Shah (DIN:11263043) as an Additional Director designated asNon-Executive Independent Director.
2 Dateofappointment/reappointment/cessation(asapplicable) & term of appointment~~/~~re-appointment; August 29, 2025 (subject to the approval of theshareholders at the ensuing annual generalmeeting of the Company)
3 Brief Profile (in case of appointment) Mr. Umang Kaushik Shah is a qualified CharteredAccountant with extensive experience of around10 years in the areas of direct taxation, statutoryaudits and regulatory advisory.He has been associated with various industryhouses engaged in manufacturing, chemicals,pharma sector, IT based firms etc. and also ledstatutory audits for various listed and unlistedentities across India wherein he has ensuredfinancial and regulatorycompliance.
4 Disclosure of relationships betweendirectors (in case of appointment ofa director). NA

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Disclosure of information pursuant to Regulation 30 of the SEBI Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024 (as amended from time to time)

Circulartime) No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024 (as amended from time to
S. No. Brief details of Alteration approved to the Existing MOA
1 The existing Memorandum of Association (MOA) of the Company is based on theerstwhile Companies Act, 1956. The alteration of MOA is necessary to bring the existingMOA in line with the Companies Act, 2013.
2 The current Clause III (Object Clause) does not specifically differentiate between theCompany’s main objects and ancillary objects. The Object Clause, therefore, has beenbifurcated into main objects and ancillary objects. The Object Clause has also been updatedto explain the business and ancillary objectives of the Company in clearer terms. There isno change in the principal activities of the Company.
3 Clause IV (Liability Clause) has been substituted to clarify that the liability of the membersis limited to the amount unpaid on the shares. This has been done in conformity with theprovisions of the Act.
Brief details of Alteration approved to the Existing AOA
1. The AOA has been restructured and aligned with the provisions of the Companies Act, 2013(‘the Act’), the Securities and Exchange Board of India (Listing Obligations and DisclosureRequirements), Regulations 2015 and the Secretarial Standards issued by the Institute ofCompany Secretaries of India.
2. Reference to the sections, sub-sections, clauses etc. of the Companies Act, 1956 have beensubstituted with the provisions of the Act.
3. Provisions of the Act, which permit the Company to do certain acts when authorised byAOA, or, which require the Company to do acts in a prescribed manner unless the AOAotherwise provides, have been specifically included.
4. Provisions of the existing AOA which are also covered in the Act have not been reproducedin the new AOA to avoid duplication and adopt a more concise and succinct set of AOA.