Times Green Energy (India) Limited's board of directors convened on February 05, 2026, to approve several significant corporate decisions including a bonus share issuance, auditor changes, and postal ballot arrangements. The meeting, held at the company's registered office from 05:00 P.M. to 06:00 P.M., addressed key governance and capital structure matters requiring shareholder approval.

Bonus Share Issuance Confirmation

The board has confirmed the 1:1 bonus share issuance, proposing to issue one new fully paid equity share for every existing fully paid-up equity share held by shareholders. This bonus issue remains subject to shareholder approval through postal ballot.

The bonus shares will be issued through capitalization of the company's free reserves, Securities Premium Account, and credit balance in the Profit and Loss Account. The company reported Reserve & Surplus of approximately ₹32,51,46,000 as on March 31, 2025, providing adequate coverage for the proposed bonus issue.

Share Capital Structure Changes

The bonus issuance will significantly alter the company's capital structure, doubling the number of outstanding shares while maintaining the same face value.

Statutory Auditor Appointment Details

The board accepted the resignation of VASG & Associates as statutory auditor, effective February 05, 2026, and formally appointed TRAK & Associates to fill the casual vacancy. The company has issued detailed disclosure under Regulation 30 of SEBI Listing Regulations regarding this auditor change.

Auditor Profile and Expertise

TRAK & Associates is a registered chartered accountancy firm with the Institute of Chartered Accountants of India, maintaining offices in Hyderabad, Chennai, and Kadapa. The firm operates with experienced and dynamic partners offering comprehensive professional services.

The firm focuses on integrity, transparency, and value creation, partnering with businesses across diverse industries to support growth, compliance, restructuring, and informed decision-making through tailored solutions.

Postal Ballot and Scrutinizer Appointment

The board appointed Jigar Kumar Gandhi, a practicing Company Secretary (FCS 7569, CP 8108), as scrutinizer for the postal ballot process. Gandhi will oversee the e-voting process to ensure fair and transparent shareholder voting on the proposed resolutions.

The company will seek shareholder approval through postal ballot for the bonus share issuance and new auditor appointment, with detailed notices to be dispatched to eligible shareholders as per regulatory requirements under SEBI listing obligations.

Times Green Energy (India) Limited announced significant board changes and policy revisions following its board meeting held on January 20, 2026. The meeting, conducted at the company's registered office, addressed key appointments and strategic decisions under SEBI regulations.

Board Appointments and Changes

The board approved several important personnel changes during the meeting. Key appointments and cessations are detailed below:

New Independent Director Profile

Mr. Divaker Nandanam brings practical business experience to the board. His appointment details include:

The appointment is designated as Additional Non-Executive Independent Director and remains subject to shareholder approval.

Company Secretary Appointment

Mr. Mahavir Kumar Jain assumes the role of Company Secretary and Compliance Officer with substantial professional credentials:

• Professional Qualification: Associate Member of Institute of Company Secretaries of India (ICSI)
• Experience: Over 8 years in legal and regulatory roles
• Expertise: Corporate governance and compliance management
• Independence: No relationships with existing company directors

Debenture Interest Rate Revision

The board exercised powers under the Special Resolution passed in the Annual General Meeting held on September 13, 2022, to revise Non-Convertible Debenture terms:

This revision represents a 6.00 percentage point increase in the interest rate for the proposed private placement of Non-Convertible Debentures.

Meeting Details and Compliance

The board meeting commenced at 04:30 PM and concluded at 05:00 PM on January 20, 2026. All decisions were made in compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and SEBI Master Circular SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024.

The company has provided detailed annexures containing comprehensive information about the new appointments as required under SEBI regulations, ensuring full transparency and regulatory compliance.