Vippy Spinpro Ltd. — Board/Management Information 2024

Aug 12, 2024

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VSL/2024-25/760

12[th] August, 2024

To, Department of Corporate Services, BSE Limited, 25[th] Floor, P.J. Towers, Dalal Street, Mumbai-400001 IN

Sub: Change in Company’s Directorate

Scrip Code: 514302

Dear Sir/Madam,

Pursuant to Regulation 30 read with Schedule III and other relevant SEBI Circulars of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation 2015, we would like to inform you that the Board of Directors of the Company at its meeting held today i.e. Monday, 12[th] August, 2024 has inter alia:

1. On the recommendation of Nomination and Remuneration Committee and subject to approval of the Members in the ensuing Annual General Meeting, Board has considered and approved, the re-appointment of Shri Mangalore Maruthi Rao (DIN:00775060) as a Whole Time Director for period of one (1) year w.e.f 28[th] October, 2024.

The details required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule III of SEBI (LODR) Regulations, 2015 and SEBI Circular dated July 13, 2023 is annexed herewith as Annexure – A.

1. Considered and took note of completion of 2[nd] Term of 5 (five) years of Shri Raghuram Krishnamurthy (DIN: 00776063) as Non-Executive - Independent Director on the Board of Directors (“Board”) of the Company with effect from the closure of business hours on 30[th] day of September, 2024.

The details required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule III of SEBI (LODR) Regulations, 2015 and SEBI Circular dated July 13, 2023 is annexed herewith as Annexure – B.

1. On the recommendation of Nomination and Remuneration Committee, Board has considered and approved, the appointment of Shri Kamal Ahluwalia (DIN - 10721707) as an Additional Director in the category of Non-Executive – Independent Director of the Company, w.e.f 01[st] September, 2024 till his regularization in the ensuing Annual General Meeting for initial term of 5 (five) consecutive years starting from 01[st] September, 2024 to 31[st] August, 2029.

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The details required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule III of SEBI (LODR) Regulations, 2015 and SEBI Circular dated July 13, 2023 is annexed herewith as Annexure – C.

The Board Meeting commenced at 04:15 P.M. (16:15 P.M.) and concluded at 05:45 P.M. (17:45 P.M.)

Kindly take the above information on your records.

Thanking you Yours Faithfully For Vippy Spinpro Limited

Digitally signed by PULKIT PULKIT MAHESHWARI MAHESHWARI Date: 2024.08.12 18:08:29 +05'30'

Pulkit Maheshwari CS, Compliance Officer & CFO M.No. - A68690

Enclosed: A/a

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Details as required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule III of SEBI (LODR) Regulations, 2015 and SEBI Circular dated July 13, 2023.

Annexure – A

Re-appointment of Shri Mangalore Maruthi Rao (DIN: 00775060) as a Whole Time Director of the Company

S.No	Particulars	Remarks
1	Reason for change viz. appointment, re-appointment, resignation, removal, death or otherwise	Re-appointment
2	Date of appointment/re- appointment/cessation (as applicable) & term of appointment/re- appointment	Reappointment w.e.f 28thOctober, 2024 for a period of 1 (one) year subject to approval of members in the ensuing Annual General Meeting
3	Brief Profile (in case of appointment)	Shri Mangalore Maruthi is B.Sc. in Textile having over 59 years of practical working experience in the area of textiles. He also has in depth experience in Cotton Industries.
4	Disclosure of Relationships between Directors (in case of appointment of a director)	NIL
5	Information as required under Circular No. LIST/COMP/14/2018-19 dated June 20, 2018 issued bythe BSE	We confirm that Shri Mangalore Maruthi Rao is not debarred from holding the office of Director, by virtue of anySEBI order or anyother such authority.

PULKIT Digitally signed by PULKIT MAHESHWA MAHESHWARI Date: 2024.08.12 RI 18:08:53 +05'30'

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Details as required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule III of SEBI (LODR) Regulations, 2015 and SEBI Circular dated July 13, 2023.

Annexure – B

Completion of 2[nd] Term of 5 (Five) years of Shri Raghuram Krishnamurthy (DIN: 00776063) as NonExecutive - Independent Director on the Board of Directors (“Board”) of the Company

S.No	Particulars	Remarks
1	Reason for change viz. appointment, re-appointment, resignation, removal, death or otherwise	Completion of 2ndTerm of 5 (Five) years
2	Date of appointment/re- appointment/cessation (as applicable) & term of appointment/re-appointment	Completion of 2ndTerm of 5 (Five) years w.e.f closure of business hours on 30thSeptember, 2024
3	Brief Profile(in case of appointment)	NOT APPLICABLE
4	Disclosure of Relationships between Directors (in case of appointment of a director)	NOT APPLICABLE
5	Information as required under Circular No. LIST/COMP/14/2018-19 dated June 20, 2018 issued by the BSE	We confirm that Shri Raghuram Krishnamurthy is not debarred from holding the office of Director, by virtue of any SEBI order or any other such authority.

PULKIT Digitally signed by MAHESHWA PULKIT MAHESHWARI Date: 2024.08.12 RI 18:09:05 +05'30'

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Details as required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule III of SEBI (LODR) Regulations, 2015 and SEBI Circular dated July 13, 2023.

Annexure – C

Appointment of Shri Kamal Ahluwalia (DIN: 10721707) as an Additional Director in the category of NonExecutive – Independent Director of the Company

S.No	Particulars	Remarks
1	Reason for change viz. appointment, re-appointment, resignation, removal, death or otherwise	Appointment
2	Date of appointment/re- appointment/cessation (as applicable) & term of appointment/re-appointment	Appointment as an Additional Director in the category of Non-Executive – Independent Director of the Company, w.e.f 01stSeptember, 2024 till his regularization in the ensuing Annual General Meeting for initial term of 5 (five) consecutive years starting from 01stSeptember 2024 to 31stAugust 2029.
3	Brief Profile (in case of appointment)	Shri Kamal Ahluwalia is a Qualified Chartered Accountant and a Partner in KR & Co., Chartered Accountants and ASRV Associates, Chartered Accountants. He has a vast experience in the field of Finance and Taxation. He also have expertise in Income Tax Matters & Technical Restructuring of Large Companies. The Company has received a declaration of independence from Shri Kamal Ahluwalia. In the opinion of the Board, Shri Kamal Ahluwalia fulfils the conditions specified in the Companies Act, 2013 and SEBI (LODR) Regulations. 2015, for appointment.
4	Disclosure of Relationships between Directors (in case of appointment of a director)	NIL
5	Information as required under Circular No. LIST/COMP/14/2018- 19 dated June 20, 2018 issued by the BSE	We confirm that Shri Kamal Ahluwalia is not debarred from holding the office of Director, by virtue of any SEBI order or any other such authority.

Digitally signed by PULKIT PULKIT MAHESHWARI MAHESHWARI Date: 2024.08.12 18:09:15 +05'30'