Key Decisions:
1. Appointment of Internal Auditor
- The Board appointed M/s. KPMG Assurance and Consulting Services LLP (Firm Registration No.: AAT-0367) as the Internal Auditor of the Company for the financial year 2026-27.
- The appointment is effective from May 30, 2026.
- KPMG in India is described as a leading professional services firm with over 12,000 professionals, including more than 600 partners.
2. Appointment of Secretarial Auditor
- The Board appointed M/s. RPA & Partners, Practicing Company Secretaries (FRN: P2024DE099400), as the Secretarial Auditor of the Company.
- The appointment is for a period of three consecutive financial years, commencing from FY 2026-27 until FY 2028-29.
- This appointment is based on the recommendation of the Audit Committee and is subject to approval by shareholders at the ensuing Annual General Meeting.
- RPA & Partners is described as a firm specializing in Corporate & Commercial Laws, Corporate Restructuring, and Insolvency & Bankruptcy.
3. Appointment of Additional Director
- The Board appointed Mr. Noah Jesse Falk (DIN: 11665788) as an Additional Director (Non-Executive) of the Company.
- The appointment is effective from May 30, 2026, and is based on the recommendation of the Nomination and Remuneration Committee.
- His appointment is subject to approval by shareholders within a period of 3 months.
- Mr. Falk's profile indicates he is a private equity professional currently associated with Apollo Management and also serves on the Board of Tenneco LLC. He graduated from the University of Pennsylvania's Wharton School with a Bachelor of Science in Economics.
- It is disclosed that Mr. Falk is not related to any Director of the Company and is not debarred from holding the office of director by virtue of any SEBI order.
4. Resignation of Director
- The Board took note of the resignation tendered by Mr. Utsav Baijal (DIN: 02592194) from the position of Non-Executive Director.
- The resignation is effective from the close of business hours on May 30, 2026.
- The stated reason for resignation is "other preoccupations and professional commitments." Mr. Baijal confirmed there are no other material reasons for his resignation.
- Consequent to his resignation, Mr. Baijal ceased to be a member of the Risk Management Committee of the Company from the same date.
- The Board placed on record its appreciation for his valuable contribution.
5. Reconstitution of Board Committees
- The Board reconstituted the Nomination and Remuneration Committee and the Risk Management Committee effective May 30, 2026.
- The new composition of the Nomination and Remuneration Committee is:
- Ms. Gopika Pant (Chairperson)
- Mr. Jaidit Brar (Member)
- Mr. Nathan Patrick Bowen (Member)
- The new composition of the Risk Management Committee is:
- Ms. Gopika Pant (Chairperson)
- Mr. Noah Jesse Falk (Member)
- Mr. Nathan Patrick Bowen (Member)
- Mr. Arvind Chandrasekharan (Member)
Additional Information:
The disclosure is made in accordance with SEBI Circular HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026. The information is also being made available on the company's website at https://tennecoindia.com/investor-relations as per Regulation 46 of the SEBI Listing Regulations. The letter is signed by Roopali Singh, Company Secretary and Compliance Officer (Membership No: A15006), from Gurugram.