Hind.ConstructionCo. - Outcome of Board Meeting
18/06/2019 12:11
This is to inform you that the Board of Directors of the Company at their meeting held yesterday i.e. June 17, 2019 has inter-alia approved the following proposals:

i) Re-appointment of Mr. Anil C.Singhvi (DIN:00239589) as an Independent Director

Pursuant to the provisions of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and based on the recommendation of Nomination and Remuneration Committee, the Board of Directors, have approved the
re-appointment of Mr. Anil C.Singhvi as an Independent Director for a second term of
3 consecutive years i.e. from the conclusion of the ensuing 93rd AGM of the Company upto the conclusion of the 96th AGM to be held in the calendar year 2022, subject to approval of shareholders at the ensuing AGM. Further Mr. Anil C.Singhvi is not debarred from holding the office of director by virtue of any SEBI order or the order of any statutory authority.

ii) Re-appointment of Dr. Omkar Goswami (DIN:00004258) as an Independent Director

Pursuant to the provisions of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and based on the recommendation of Nomination and Remuneration Committee, the Board of Directors, have approved the
re-appointment of Dr. Omkar Goswami as an Independent Director for a second term of
4 consecutive years i.e. from the conclusion of the ensuing 93rd AGM of the Company upto the conclusion of the 97th AGM to be held in the calendar year 2023, subject to approval of shareholders at the ensuing AGM. Further Dr. Omkar Goswami is not debarred from holding the office of director by virtue of any SEBI order or the order of any statutory authority.









iii) Appointment of Mr. Santosh Janakiram (DIN:06801226) as an Additional Director

Pursuant to the provisions of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and based on the recommendation of Nomination and Remuneration Committee, the Board of Directors, have approved the
appointment of Mr. Santosh Janakiram as an Additional Director to hold office as an Independent Director w.e.f. June 17, 2019 for a term of 3 consecutive years uptil the conclusion of the 96th AGM to be held in the calendar year 2022, subject to approval of shareholders at the ensuing AGM. Further, Mr. Santosh Janakiram is not debarred from holding the office of director by virtue of any SEBI order or the order of any statutory authority. Mr. Santosh Janakiram does not have any inter-se relationship with any other Director. A brief profile of Mr. Santosh Janakiram is enclosed as Annexure-A.

iv) Appointment of Mr. Mahendra Singh Mehta (DIN:00019566) as an Additional Director

Pursuant to the provisions of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and based on the recommendation of Nomination and Remuneration Committee, the Board of Directors, have approved the
appointment of Mr. Mahendra Singh Mehta as an Additional Director to hold office as an Independent Director w.e.f. June 17, 2019 for a term of 3 consecutive years uptil the conclusion of the 96th AGM to be held in the calendar year 2022, subject to approval of shareholders at the ensuing AGM. Further, Mr. Mahendra Singh Mehta is not debarred from holding the office of director by virtue of any SEBI order or the order of any statutory authority. Mr. Mahendra Singh Mehta does not have any inter-se relationship with any other Director. A brief profile of Mr. Mahendra Singh Mehta is enclosed as Annexure-B.

v) Noting of Retirement of Mr. Rajas R. Doshi as Director at upcoming AGM

Mr. Rajas R. Doshi was appointed as an Independent Director for a term of 4 years in the AGM held on July 14, 2015 and holds office upto the upcoming AGM. He has expressed his desire not to seek re-appointment at the upcoming AGM. The Board noted the same.










vi) Notice of the forthcoming Annual General Meeting ('AGM') of the Company inter-alia, for
obtaining an enabling approval from the shareholders for raising of funds upto Rs.1000 crore through issue of securities, whether denominated in Indian Rupee and/or foreign currency(ies), either by way of a public issue or by way of a private placement (including through a qualified institutions placement) or any other mode permitted under the Companies Act, 2013 and/or SEBI Regulations.

Kindly note that placing the aforementioned enabling resolution at the forthcoming AGM is in line with the Company's past practice followed at the previous AGMs. Should there be any specific/definitive proposal for funds raising being considered by the Board of Directors in future, based on the aforementioned proposed enabling resolution from the shareholders, the intimation of the same shall be provided to the Stock Exchanges, as applicable.

We request you to kindly take the above information on record.