Kirloskar Oil Engines Re-appoints Yogesh Kapur as Independent Director for Second Term; Allots 12,286 ESOP Shares

Kirloskar Oil Engines Limited's Board of Directors convened a meeting on May 14, 2026, and approved a series of significant corporate actions, including the re-appointment of an Independent Director, allotment of equity shares under an employee stock option plan, and the re-appointment of the company's statutory auditors. The meeting commenced at 3.00 pm and concluded at 4.00 pm.

ESOP Share Allotment and Share Capital Revision

The Board approved the allotment of 12,286 fully paid-up equity shares of Rs. 2/- each upon exercise of Employee Stock Options pursuant to the Kirloskar Oil Engines Limited – Employee Stock Option Plan 2019 (KOEL ESOP 2019). This allotment has resulted in an upward revision of the company's share capital, as detailed below:

Metric:	From	To
Issued and Subscribed Capital (Shares):	14,53,68,123 equity shares of Rs. 2/- each	14,53,80,409 equity shares of Rs. 2/- each
Issued and Subscribed Capital (Amount):	Rs. 29,07,36,246/-	Rs. 29,07,60,818/-
Paid-up Capital (Shares):	14,53,67,658 fully paid-up equity shares of Rs. 2/- each	14,53,79,944 fully paid-up equity shares of Rs. 2/- each
Paid-up Capital (Amount):	Rs. 29,07,35,316/-	Rs. 29,07,59,888/-

Re-appointment of Independent Director

Based on the recommendation of the Nomination and Remuneration Committee, the Board re-appointed Mr. Yogesh Kapur (DIN 00070038) as an Independent Director for a second consecutive term of 5 years, effective September 29, 2026. His present term of appointment is up to September 28, 2026. The re-appointment is subject to the approval of the members of the company at the ensuing Annual General Meeting. Mr. Kapur is not a relative of any director on the Board of the Company, and he is not debarred from holding the office of a Director by virtue of any order by SEBI or any other authority.

Profile of Mr. Yogesh Kapur

Mr. Yogesh Kapur, aged 68, is a Fellow Chartered Accountant (FCA) with over 43 years of experience in the financial services sector. He began his career in 1983 with Housing Development Finance Corporation Ltd (HDFC), before moving to investment banking with HSBC in 1991. He subsequently joined Enam Securities Pvt Ltd in 1994, a leading investment banking and brokerage house. Following Axis Bank's acquisition of Enam Securities' investment banking business in 2012, Mr. Kapur moved to Axis Capital Ltd, a wholly owned subsidiary of Axis Bank. In 2014, he transitioned to Axis Bank as Head – Strategic Relationship Group – Wholesale Banking for north India, and post his superannuation in July 2017, he rejoined Axis Capital Ltd on a contract as Managing Director – Special Coverage, an engagement that concluded in mid-November 2022.

Throughout his career, Mr. Kapur has advised corporates on strategic initiatives, reorganisation, and business/corporate restructuring, and has been closely engaged with DIPAM on initial listings and further divestments in public sector companies. He has also worked on international assignments for USAID and World Bank in Sri Lanka and Ghana, and served on committees set up by SEBI and the Government of India – Ministry of Finance to examine ADR/GDR and FCCB regulations.

Mr. Kapur currently serves on the boards of the following companies:

Director in:
Greenlam Industries Limited
Arka Financial Holdings Private Limited
Arka Fincap Limited
Greenlam Limited
Relaxo Footwears Limited
Rico Auto Industries Limited
Polyplex Corporation Limited
Ask Automotive Limited
Safex Chemicals (India) Limited

Re-appointment of Statutory Auditors

Based on the recommendation of the Audit Committee, the Board also approved the re-appointment of G. D. Apte & Co., Chartered Accountants, Pune (Firm Registration No. 100515W) as the Statutory Auditors of the company for a second term of 5 consecutive years, from the conclusion of the ensuing AGM till the conclusion of the AGM to be held in the year 2031, subject to member approval at the ensuing Annual General Meeting. G. D. Apte & Co. is an established audit and advisory firm founded in 1930, with over eight decades of experience in audit, assurance, taxation, and financial advisory, and maintains offices in Mumbai and Pune.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
+8.99%	+0.71%	+17.19%	+59.35%	+136.70%	+728.67%

kirloskar oil engines has allotted 8,449 fully paid-up equity shares of Rs. 2/- each pursuant to the exercise of Employee Stock Options under the Kirloskar Oil Engines Limited – Employee Stock Option Plan 2019 (KOEL ESOP 2019). The allotment was approved by the Stakeholders Relationship Committee of the Board of Directors at its meeting held on 24th April 2026, in accordance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Share Capital Changes

Consequent to the allotment, the company's share capital has increased. The following table details the changes in the issued and subscribed capital as well as the paid-up capital:

Share Capital	From	To
Issued and Subscribed Capital	14,53,59,674 equity shares of Rs. 2/- each aggregating to Rs. 29,07,19,348/-	14,53,68,123 equity shares of Rs. 2/- each aggregating to Rs. 29,07,36,246/-
Paid-up Capital	14,53,59,209 fully paid-up equity shares of Rs. 2/- each aggregating to Rs. 29,07,18,418/-	14,53,67,658 fully paid-up equity shares of Rs. 2/- each aggregating to Rs. 29,07,35,316/-

Committee Meeting Details

The meeting of the Stakeholders Relationship Committee of the Board of Directors commenced at 10.30 am and concluded at 10.50 am on 24th April 2026. The disclosure has been submitted to both BSE Limited and the National Stock Exchange of India Limited for their records.

Kirloskar Oil Engines Limited, a Kirloskar Group Company, is registered at Laxmanrao Kirloskar Road, Khadki, Pune, Maharashtra. The company's BSE Scrip Code is 533293 and NSE Scrip Code is KIRLOSENG.