14th May '24: Intimation under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 – Appointment of Directors. More

BGR ENERGY SYSTEMS LIMITED

443 ANNA SALAI, TEYNAMPET, CHENNAI 600018 INDIA TEL: [phone], FAX: [phone] Web site: www.bgrcorp.com

May 14, 2024
National Stock Exchange of India Limited	BSE Limited
Listing Department	Department of Corporate Services
Exchange Plaza, Bandra Kurla Complex,	PJ Towers, Dalal Street,
Bandra (E), Mumbai - 400 051	Fort, Mumbai - 400 001
NSE Symbol: BGRENERGY	BSE Scrip: 532930
Dear Sir/Madam,

Sub.: Intimation under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Appointment of Directors

Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, ('SEBI Listing Regulations'), we wish to inform you that the Board of Directors of the Company at its meeting held today (i.e) Tuesday, May 14, 2024, has approved the appointment of the following directors with immediate effect, subject to the approval of the shareholders, which shall be sought separately:

1. Mr. SADASIVAM DEIVANAYAGAM (DIN: 07622466) as an Additional Director
   (Category: Non-Executive, Independent Director) of the Company.
2. Mr. KRISHNAMOORTHI MEYYANATHAN (DIN: 07845698) as an Additional
   Director (Category: Non-Executive, Independent Director) of the Company.
3. Mr. SURILISUBBU VASUDEVAN (DIN: 10388399) as an Additional Director
   (Category: Non-Executive, Independent Director) of the Company.
4. Mr. JEYAKRISHNA GANESAN (DIN:03208035) as an Additional Director (Category: Executive, Non-IndependentDirector) of the Company.

We hereby confirm that the aforesaid Independent directors satisfy the criteria of independence prescribed under the Companies Act, 2013 and SEBI Listing Regulations. In accordance with the circular dated June 20, 2018, issued by the Stock Exchanges, it is confirmed that the directors are not debarred from holding the office of Director by virtue of any order of Securities and Exchange Board of India (SEBI) or any other such authority.

The details as required under Regulation 30 of the SEBI Listing Regulations read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 09, 2015, is given as "Annexure I".

…2

REGISTERED OFFICE:

A-5 PANNAMGADU INDUSTRIAL ESTATE, RAMAPURAM POST, SULURPET TALUK, NELLORE DISTRICT, ANDHRA PRADESH 524401 INDIA.

TEL: [phone]

Corporate Identity Number: L40106AP1985PLC005318

:: 2 ::

Further, the Board has approved and reconstituted the composition of Audit Committee, Nomination and Remuneration Committee and Stakeholder Relationship Committee as follows:

Audit Committee

Name of Committee members	Category of directors
Mr. Sadasivam Deivanayagam	Non-Executive Independent Director - Chairman
Mr. Krishnamoorthi Meyyanathan	Non-Executive Independent Director - Member
Mr. Surilisubbu Vasudevan	Non-Executive Independent Director - Member
Mr. Arjun Govind Raghupathy	Executive Non-Independent Director - Member
Nomination and Remuneration Committee
Name of Committee members	Category of directors
Mr. Sadasivam Deivanayagam	Non-Executive Independent Director - Chairman
Mr. Krishnamoorthi Meyyanathan	Non-Executive Independent Director - Member
Mrs. Sasikala Raghupathy	Non-ExecutiveNon-Independent Director - Member
Stakeholder Relationship Committee
Name of Committee members	Category of directors
Mr. Sadasivam Deivanayagam	Non-Executive Independent Director - Chairman
Mr. Arjun Govind Raghupathy	Executive Non-Independent Director - Member
Mr. Jeyakrishna Ganesan	Executive Non-Independent Director - Member
Corporate Social Responsibility Committee
Name of Committee members	Category of directors
Mrs. Sasikala Raghupathy	Non-ExecutiveNon-Independent Director - Chairperson
Mr.Surilisubbu Vasudevan	Non-Executive Independent Director - Member
Mr. Arjun Govind Raghupathy	Executive Non-Independent Director - Member

The board of directors meeting commenced at 11.00 a.m. and concluded at 12 Noon.

Kindly take the above information on record and acknowledge.

Thanking You,

Yours truly,

For BGR Energy Systems Limited

RAGHUPATHY ARJUN GOVIND

Digitally signed by

RAGHUPATHY ARJUN GOVIND

Date: 2024.05.14 12:01:29 +05'30'

Arjun Govind Raghupathy Managing Director

ANNEXURE - I

Details under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read along with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023:

1. Mr. SADASIVAM DEIVANAYAGAM

Sl. No.	Particulars				Details
1.	Name of the Director	Mr. SADASIVAM DEIVANAYAGAM
2.	Reason	for	change	Mr.	SADASIVAM	DEIVANAYAGAM	(DIN:
	viz., appointment,	07622466) is appointed as an Additional
	resignation, removal, death	Director	(Category:	Non-Executive
	or otherwise		Independent Director), subject to the approval
				of the shareholders of the Company.
3.	Date of appointment	The appointment is effective from May 14, 2024.
	Term of appointment	One (1) year i.e., from May 14, 2024, to May
				13, 2025.
4.	Brief profile		Mr.	SADASIVAM	DEIVANAYAGAM	(DIN:
			07622466) aged 63 years, holds B. Com degree
				from Madras University, Chennai. He is a
				Chartered Accountant, Company Secretary &
				Cost Accountant and holds membership in
				ICAI, ICSI, ICMAI & CMA, IMA, USA.
				He has handled Finance, Accounts, Taxations,
				Consolidation of Multi-company's financials, all
				kind of Company Secretarial Activities,
				corporate	governance,	Compliance,	reverse
				merger and amalgamation, Sick company
				revival, MIS, Strategic and Business Plan,
				leadership,	working	Capital	Management
				(Inventories, Customers, Suppliers, Bank and
				Payroll), Cash Flow	Management,	Internal
				audits and Treasury operation and Arranging
				both long term and short term finance, Fund
				raising, financing of new projects and
				finalization of year end accounts.
	Disclosure	of	relationships	Mr. SADASIVAM DEIVANAYAGAM is not related
5.	between directors	to any Director or Key Managerial Personnel
				(KMP) of the Company.

2. Mr. KRISHNAMOORTHI MEYYANATHAN

Sl. No.	Particulars	Details
1.	Name of the Director	Mr. KRISHNAMOORTHI MEYYANATHAN
2.	Reason for change	Mr. KRISHNAMOORTHI MEYYANATHAN (DIN:
	viz., appointment,	07845698) is appointed as an Additional Director
	resignation, removal,	(Category: Non-Executive and Independent
	death or otherwise	Director) to hold the office subject to the
		approval of the shareholders.
3.	Date of appointment	The appointment is effective from May 14, 2024.
	Term of appointment	One (1) year i.e., from May 14, 2024, to May
		13, 2025.
4.	Brief profile	Mr. KRISHNAMOORTHI MEYYANATHAN (DIN:
	07845698) aged 72 years holds degree B.G.L.
		from Madurai Kamarajar University. He is a
		Company Secretary, a Fellow Member of the
		Institute of Company Secretaries of India, New
		Delhi.
		He is one of the senior Practicing Company
		Secretaries in Chennai carrying on the practice
		for the past 14 years after about 30 years of
		experience in employment in reputed State
		Government Public Sector Undertakings (Tamil
		Nadu Cements Corporation Ltd, TAPCO, AAVIN)
		in various capacities and retired as Senior
		Company Secretary (DGM cadre) in January
		2010. His experience during employment and
		practice is in various fields such as Secretarial,
		Accounts, finance and banking, administration,
		budgeting and control, inventory control,
		general administration and management.
	Disclosure of relationships	Mr. KRISHNAMOORTHI MEYYANATHAN is not
5.	between directors	related to any Director or Key Managerial
		Personnel (KMP) of the Company.

3. Mr. SURILISUBBU VASUDEVAN

Sl. No.	Particulars	Details
1.	Name of the Director	Mr. SURILISUBBU VASUDEVAN
2.	Reason for	change	Mr. SURILISUBBU VASUDEVAN (DIN: 10388399) is
	viz. appointment,	appointed as an Additional Director (Category: Non-
	resignation, removal,	Executive and Independent Director) to hold the office
	death or otherwise	subject to the approval of the shareholders.
3.	Date of appointment	The appointment is effective from May 14, 2024.
	Term of appointment	One (1) year i.e., from May 14, 2024, to May 13, 2025.
4.	Brief profile		Mr. SURILISUBBU VASUDEVAN (DIN: 10388399)is a
		Fellow Member of the Institute of company secretaries of
			India, holds a Post Graduate degree in Commerce and is
			a Chartered Financial Analyst (CFA). He also holds a
			L.L.B. Degree and a Post Graduate in Law - M.L
			(International Law and Constitution) from The
			Department of Legal Studies, University of Madras. He is
			currently pursuing a PhD (Corporate Restructuring -
			Mergers and Acquisitions) from Vels University, Chennai.
			He has an Overall Managerial Experience spread over
			three Decades with the first fourteen years being spent
			in core accounting and MIS in the Middle management
			Cadre, 25 years post qualification experience in leading
			textile Mills and Garment manufacturing Units, Steel and
			power Plants, and service industries, IT infrastructure
			companies with focus on end to end Finance and
			Accounts and Secretarial management. He has also
			handled activities relating to imports and exports
			&Understanding of all aspects governing operational and
			production activities and up to date knowledge on
			regulations/ guidelines and statutory compliances in the
			industry. He further explored Sourcing of Finance from
			Banks and institutions right from identification of banks
			to disbursement including preparation of proposals,
			project reports, Appraisal reports, loan documentation,
			follow up for disbursement and submission of periodical
			returns to banks, IPO Management, Venture capital and
			Private Equity, Debt Restructuring, DRT/SARFAESI/
			Dealing with senior Advocates for conducting cases in
			High Court/NCLT.
	Disclosure of		Mr. SURILISUBBU VASUDEVAN is not related to any
5.	relationships between	Director or Key Managerial Personnel (KMP) of the
	directors		Company.

4. Mr. JEYAKRISHNA GANESAN

Sl. No.	Particulars		Details
1.	Name of the Director	Mr. JEYAKRISHNA GANESAN
2.	Reason for	change viz.,	Mr.	JEYAKRISHNA	GANESAN	(DIN:
	appointment, resignation,	03208035) is appointed as an Additional
	removal, death or otherwise	Director (Category: Executive and Non-
			Independent Director) to hold the office
			subject to the approval of the shareholders.
3.	Date of appointment	The appointment is effective from May 14,
			2024.
	Term of appointment	Not Applicable.
4.	Brief profile		Mr.	JEYAKRISHNA	GANESAN	(DIN:
		03208035) aged about 59 years, Graduated
			in Business Administration from Madurai
			Kamaraj University in the year 1985; has a
			Post Graduate Diploma in Personnel
			Management & Industrial Relations from
			Annamalai University in the year 1987.
			He was working in Manali Petrochemicals Ltd
			& SPIC Electric Power Corporation Ltd, both
			SPIC group for 11 years and was holding
			various positions.
			Mr. Jeyakrishna Ganesan is a HR Professional
			having more than 3 decades of experience;
			He is with BGR for the last 20+ years.
			Currently he is holding the position of
			President -HR.
	Disclosure of relationships	Mr. JEYAKRISHNA GANESAN is not a relative
5.	between directors	to any Director or Key Managerial Personnel
			(KMP) of the Company.