Kothari Industrial Corporation Limited has announced the constitution of its Risk Management Committee, marking a significant step in strengthening its corporate governance framework. The decision was approved by the Board of Directors during their meeting held on 14th February 2026, in compliance with SEBI regulatory requirements.

Committee Formation and Compliance

The formation of the Risk Management Committee aligns with Regulation 30 read with Regulation 21 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. This regulatory compliance demonstrates the company's commitment to maintaining robust risk management practices and adhering to prescribed corporate governance standards.

Committee Composition

The Risk Management Committee has been structured with a balanced representation across different categories of directors and senior management:

Operational Framework

The newly constituted Risk Management Committee will function in accordance with the provisions of Regulation 21 of the Listing Regulations and the company's existing Risk Management Policy. This framework ensures systematic identification, assessment, and mitigation of various risks that could impact the organization's operations and strategic objectives.

Board Meeting Details

The Board of Directors meeting that approved this constitution commenced at 4.30 pm and concluded at 7.00 pm on 14th February 2026. The formal intimation was communicated to BSE Limited, where the company's shares are listed under scrip code 509732, ensuring transparency and regulatory compliance.

Kothari industrial corporation Limited has announced a key board appointment, strengthening its governance structure with the addition of an experienced independent director. The company's board meeting on February 14, 2026, approved significant changes to its leadership composition.

Board Meeting Details and Appointment

The board of directors, based on the recommendation of the Nomination and Remuneration Committee, approved the appointment of Ms. Priya Rao as Additional Non-Executive Women Independent Director. The appointment details are outlined below:

Professional Background and Qualifications

Ms. Priya Rao brings substantial expertise to the board with over 21 years of experience across multiple sectors. Her professional background encompasses:

• Current Role: Vice President of Portfolio Operations at NSEW Properties
• Core Expertise: Process governance, property management, and clinical management
• Industry Experience: Manufacturing, real estate, education, and healthcare sectors
• Certification: Certified Independent Director from Indian Institute of Corporate Affairs (IICA)
• Education: Post Graduate Diploma in Business Administration and Management from Narsee Monjee Institute of Management Studies (NMIMS), Mumbai

In her current position, she spearheads strategic management and optimization of diverse property portfolios, focusing on operational excellence and long-term value creation.

Independence and Compliance

The appointment adheres to regulatory requirements and governance standards:

Ms. Rao is not related to any existing directors of the company as defined under Section 2(77) of the Companies Act, 2013, ensuring her independent status.

Strategic Impact

The appointment reflects the company's commitment to enhancing board diversity and bringing specialized expertise in portfolio management and operational excellence. Ms. Rao's extensive experience across multiple industries and her focus on fostering creativity, inclusivity, and continuous improvement align with modern corporate governance practices.

The five-year term, subject to shareholder approval, provides stability for long-term strategic planning and governance oversight. Her certification as an Independent Director from IICA demonstrates her commitment to professional governance standards.