Kajaria Ceramics Limited has announced key changes in its senior management structure, appointing Ashish Goel as Chief Human Resources Officer (CHRO) effective February 13, 2026. The company disclosed this development to BSE Limited and National Stock Exchange of India Limited on February 12, 2026, in compliance with SEBI Listing Regulations.

Board Approval and Management Restructuring

The Board of Directors approved Goel's appointment through a circular resolution passed on February 12, 2026, based on recommendations from the Nomination and Remuneration Committee. The appointment forms part of a broader organizational restructuring initiative.

Leadership Transition Details

Consequent to the new appointment, Praveen Prakash will cease to be Senior Management Personnel effective February 13, 2026, due to changes in the reporting structure. However, Prakash will continue serving as AVP (HR) and will report directly to the newly appointed CHRO.

Professional Background of New CHRO

Ashish Goel brings extensive human resources expertise to his new role, holding advanced qualifications and significant industry experience. His educational credentials include a Master's degree in Personnel Management (MBA-HR) from the University of Pune and B.A. (Honors) in English from Jamia Millia University, Delhi.

Goel's professional journey spans over 30 years across diverse industry sectors. His experience includes leadership roles at prominent organizations:

• Essel Group
• Technicon Group
• Vodafone
• Hero Honda Group
• CL Educate
• MKM Group
• Gemini Group

Strategic HR Leadership Experience

Throughout his career, Goel has demonstrated expertise in developing comprehensive HR strategies across various business phases. His professional focus has centered on translating organizational strategy into robust HR processes, positioning him to lead Kajaria Ceramics' human resources function during this transition period.

The appointment reflects the company's commitment to strengthening its senior management capabilities and optimizing organizational structure for enhanced operational efficiency.

Kajaria Ceramics Limited has issued a postal ballot notice dated January 30, 2026, seeking shareholder approval for the appointment of two independent directors through electronic voting. The company is proposing special resolutions for the appointment of experienced professionals to strengthen its board governance.

Proposed Director Appointments

The postal ballot seeks approval for two key appointments to the company's board of directors:

Both candidates were initially appointed as Additional Directors by the Board of Directors with effect from December 19, 2025, subject to shareholder approval. The appointments are for a period of five consecutive years and the directors will not be liable to retire by rotation.

E-Voting Schedule and Process

The company has established a comprehensive timeline for the electronic voting process:

The voting process will be conducted exclusively through electronic means via NSDL's e-voting platform. Physical postal ballot forms will not be distributed, in compliance with MCA circulars. The company has appointed M/s Chandrasekaran Associates as the scrutinizer for the voting process.

Candidate Qualifications and Experience

Mr. Hitesh Sohanlal Jain brings over three decades of legal expertise as the Founding & Managing Partner of Parinam Law Associates. His qualifications include:

• LL.B. from Symbiosis Law College, Pune
• LL.M. from London School of Economics, United Kingdom
• Former Member of the 23rd Law Commission of India
• Experience in commercial litigation, dispute resolution, and regulatory advisory
• Previous board positions with pharmaceutical companies including Emcure Pharmaceuticals and Zuventus Healthcare

Mr. Pradeep Udhas is a seasoned business professional with extensive consulting and financial services experience:

• MBA in Management Information Systems from Union College, New York
• Former Senior Partner and Managing Partner West at KPMG India
• Senior Advisor to KPMG India Chairman and CEO
• Current Independent Director positions at IndusInd Bank Limited, Hinduja Global Solutions Limited, and Finolex Industries Limited
• Founder of e2e Technologies and Greater Pacific Capital

Regulatory Compliance and Governance

The appointments comply with provisions of the Companies Act, 2013, and SEBI Listing Regulations. Both candidates have submitted declarations confirming they meet independence criteria under Section 149(6) of the Companies Act and Regulation 16(1)(b) of the Listing Regulations.

Key compliance aspects include:

• Receipt of written notices from members proposing candidatures under Section 160 of the Companies Act
• Confirmation that neither candidate is disqualified under Section 164 of the Companies Act
• Verification that both candidates are not debarred by SEBI or other regulatory authorities
• Approval and recommendation from the Nomination and Remuneration Committee

Remuneration Structure

Both independent directors will receive no remuneration except sitting fees for attending Board and Committee meetings. Neither candidate currently holds any shares in the company, and both are unrelated to existing directors and key managerial personnel.

The results of the postal ballot, along with the scrutinizer's report, will be communicated to stock exchanges and displayed on the company's website www.kajariacermics.com and NSDL's website www.evoting.nsdl.com following the conclusion of the voting period.