Change in Director / Key Managerial Personnel

Nature of change: Reappointment of three directors

Director Details:

  • Mr. Dilip Varghese (DIN: 01424196) - Reappointed as Managing Director for three years with effect from August 14, 2026, liable to retire by rotation, subject to shareholder approval. He holds Bachelor of Science (Management) and Bachelor of Science (Marketing) degrees, SAFI Certification, and has over 17 years of experience in the Construction Industry and banking. He is the son of Mr. Jerry T Varghese, Chairman of the Company. He is not debarred from holding office by any SEBI Order or other authority.
  • Mr. Amit Shah (DIN: 084667309) - Reappointed as Executive Director for three years with effect from October 01, 2026, liable to retire by rotation, subject to shareholder approval. He is a Chartered Accountant specializing in Finance, advisory and consultation, and has worked with a reputed private bank at senior position for over 15 years. He has been closely associated with many infrastructure companies in India. He is not related to any Directors and Key Managerial Personnel of the Company, and is not debarred from holding office.
  • Mr. Krishan Kumar Kinra (DIN: 03412973) - Reappointed as Independent Director for a second term of five consecutive years, up to the conclusion of the 45th Annual General Meeting, not liable to retire by rotation. He is an IIT Engineer and Professional Consultant with over 30 years of experience. He is not related to any Directors and Key Managerial Personnel, and is not debarred from holding office. He has given his consent to act as a Director and meets the obligations under Section 149(6) of the Act and SEBI Listing Regulations.

Key Financial or Operational Approvals

The Board of Directors approved the reappointment of auditors:

  • Statutory Auditors: M/s. Hegde & Associates, Chartered Accountants (FRN: 103610W) reappointed for a second 5-year term, subject to shareholder approval at the next AGM. The firm offers a wide range of financial services and has several years of experience in the financial industry.
  • Internal Auditor: M/s. Yagnesh Gandhi & Co., Chartered Accountants (Registration No. 133711W) reappointed as Internal Auditor for the Financial Year 2026-27. The firm provides various consulting and advisory services including Risk Advisory Consulting, Financial Advisory, Tax, Audit & Assurance Services, and serves leading corporates in India across various sectors.
  • Cost Auditor: Mr. Satish R. Shah, Cost Accountant, reappointed as Cost Auditor for the Financial Year 2026-27. Payment of remuneration subject to ratification by shareholders at the ensuing AGM. Mr. Shah is a fellow member of the Institute of Cost Accountants of India (membership number 100694) with more than 20 years of post-qualification experience in Cost Accounting and Audit, Financial Accounting and Audit.

Any Other Material Information

The disclosure is made under Regulation 30 read with Schedule III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. All appointments were based on recommendations from the Nomination and Remuneration Committee and Audit Committee. The company confirmed that none of the appointees are debarred by SEBI, Ministry of Corporate Affairs, or any statutory authority from holding their positions.