Exim Routes Limited Board Meeting: New Director Appointed, Auditors Named, ESOP Scheme Modified, and NSE Penalty Noted

3 min read Updated on 10 May 2026, 04:54 AM

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Ashish TScanX News Team

AI Summary

Exim Routes Limited's Board of Directors met on May 08, 2026, approving the appointment of CA Shubham Khandelia as Non-Executive Additional Independent Director and noting the resignation of Mr. Mahendra Singh Tanwar. The board also appointed M/s Value Square Advisors Private Limited as Internal Auditor and Shubham Sinha & Associates as Secretarial Auditor for Financial Year 2025-26, and approved modifications to the Pre-IPO ESOP Scheme (Exim Routes ESOP Plan 2025). Both the Audit Committee and Nomination and Remuneration Committee were reconstituted, and the board acknowledged that the NSE rejected the company's waiver application for a financial penalty imposed for non-compliance under Regulation 33 of the SEBI (LODR) Regulations, 2015.

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Exim Routes Limited held a Board of Directors meeting on Friday, May 08, 2026, at its registered office in Gurugram. Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the board considered and approved several significant corporate governance matters. The meeting concluded at 8:00 P.M. and was disclosed to the National Stock Exchange of India Ltd.

Board-Level Appointments and Changes

The board approved the appointment of CA Shubham Khandelia (DIN: 10854834) as a Non-Executive Additional Independent Director, effective May 08, 2026. He will hold office as an Additional Director up to the date of the next Annual General Meeting of the Company. The board also noted the resignation of Mr. Mahendra Singh Tanwar as Non-Executive Independent Director.

The key details of CA Shubham Khandelia's appointment are summarised below:

Parameter:	Details
Name:	CA Shubham Khandelia
DIN:	10854834
Designation:	Non-Executive Additional Independent Director
Date of Appointment:	May 08, 2026
Term:	Up to the date of the next Annual General Meeting
Qualification:	Chartered Accountant, Fellow Member of ICAI; B.Com (A&F) from IGNOU; Certified Independent Director by IICA
Current Role:	Partner at AK Salampuria & Associates
Expertise:	Direct tax planning, corporate advisory, financial consulting, tax scrutiny, audits in manufacturing, real estate, and healthcare
Relationship with Directors:	Not related to any Director of the Company

Additionally, the board approved an increase in remuneration of Mr. Vivin Prasath Devaraj, subject to necessary approvals.

Auditor Appointments for Financial Year 2025-26

The board approved the appointment of two auditing firms for Financial Year 2025-26. The following table summarises the key details of each appointment:

Parameter:	Internal Auditor	Secretarial Auditor
Name:	M/s Value Square Advisors Private Limited	M/s Shubham Sinha & Associates
Date of Appointment:	May 08, 2026	May 08, 2026
Term:	Financial Year 2025-26	Financial Year 2025-26
Office Location(s):	New Delhi, Mumbai, Haryana	Kolkata
Key Details:	9 Partners; 40+ domain experts including CAs, CSs, and IFRS specialists; clients include NTPC and Hindustan Times	Peer Review firm; Unique Id/FRN: S2023WB943900; services in Corporate Laws, SEBI Laws, RBI Laws, ROC matters, SAST, Issue Management, and Listing Regulations
Relationship with Directors:	Not related to any Director	Not related to any Director

ESOP Scheme Modifications and Grants

The board approved several resolutions related to the Employee Stock Option Plan. The key decisions under the Exim Routes ESOP Plan 2025 are as follows:

Modification and ratification of the Pre-IPO ESOP Scheme (Exim Routes ESOP Plan 2025)
Approval of the ESOP Pool under Clause 6.1 of Exim Routes ESOP Plan 2025
Grant of shares to an employee of a subsidiary under the Exim Routes ESOP Plan 2025

Committee Reconstitutions

The board approved the reconstitution of both the Audit Committee and the Nomination and Remuneration Committee. The revised compositions of both committees are identical and are presented below:

Audit Committee – Revised Composition

Sl. No	Name of Director	Designation	Designation in Committee
1.	CA Mohit Garg	Independent Director	Chairperson
2.	CA Shubham Khandelia	Independent Director	Member
3.	Dr. Charu Jora	Non-Executive Director	Member

Nomination and Remuneration Committee – Revised Composition

Sl. No	Name of Director	Designation	Designation in Committee
1.	CA Mohit Garg	Independent Director	Chairperson
2.	CA Shubham Khandelia	Independent Director	Member
3.	Dr. Charu Jora	Non-Executive Director	Member

NSE Penalty on Regulation 33 Non-Compliance

The board took note of a regulatory matter concerning a non-compliance identified by the National Stock Exchange of India (NSE) with respect to Regulation 33 of the SEBI (LODR) Regulations, 2015. The NSE imposed a financial penalty for the observed lapse. The company subsequently submitted a formal application for a waiver of the said penalty; however, after due consideration, the NSE rejected the waiver request and upheld the penalty. The disclosure was signed by Richa Anand, Company Secretary & Compliance Officer, on behalf of Exim Routes Limited.

Historical Stock Returns for Exim Routes

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
+1.89%	+7.19%	-10.58%	+14.20%	+14.20%	+14.20%

How might the NSE's rejection of Exim Routes' penalty waiver request impact the company's compliance track record and its ability to attract institutional investors going forward?

Will the reconstitution of the Audit and Nomination & Remuneration Committees with CA Shubham Khandelia lead to any significant changes in Exim Routes' financial oversight or executive compensation policies?

What are the potential implications of the Pre-IPO ESOP Scheme modification for existing shareholders in terms of equity dilution, particularly given the company's current growth stage?