Thomas Cook (India) Limited has announced the appointment of Mr. Gurumoorthy Mahalingam as Additional Non-Executive Independent Director following a board meeting held on December 18, 2025. The appointment was approved based on recommendations from the Nomination and Remuneration Committee.

Board Meeting Details

The board meeting commenced at 15:45 hours and concluded at 16:05 hours on December 18, 2025. The directors formalized Mr. Mahalingam's appointment in compliance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The appointment requires approval from shareholders at the ensuing General Meeting or through Postal Ballot, as per regulatory requirements.

Professional Background and Expertise

Mr. Mahalingam brings over four decades of experience in the financial sector, having worked with India's premier financial regulators including the Reserve Bank of India (RBI) and Securities Exchange Board of India (SEBI).

Reserve Bank of India Experience

During his tenure at RBI, Mr. Mahalingam handled diverse responsibilities including:

• Financial market development, regulation and operations
• Foreign exchange reserves management
• Debt management
• Regulation and supervision of banks
• Association with important committees in forex markets and financial benchmarks

SEBI Leadership Role

As Whole-time Board Member at SEBI between 2016 and 2021, he carried executive responsibilities across multiple domains:

• Regulation of Mutual Funds and Stock exchanges
• Listed companies oversight
• Foreign portfolio investors regulation
• Corporate governance aspects
• Stock and derivatives markets supervision
• Corporate bond market development
• Supervision of investigations and enforcement actions
• Quasi-judicial authority for over 500 cases involving market violations

Educational Qualifications

Mr. Mahalingam holds advanced degrees from prestigious institutions:

Regulatory Compliance

Thomas Cook India has confirmed compliance with regulatory circulars issued by BSE Limited and National Stock Exchange of India Limited dated June 20, 2018. The company affirmed that Mr. Mahalingam is not debarred from holding the office of Director by virtue of any SEBI Order or any other authority.

The company also disclosed that Mr. Mahalingam is not related to any other Director on the Board, ensuring independence in his directorial role. This appointment strengthens the board's oversight capabilities with significant regulatory and financial market expertise.

Thomas Cook (India) Limited has received a regulatory order from the Reserve Bank of India (RBI) imposing a penalty of ₹1,79,000 for violations related to money changing activities. The company informed stock exchanges about this development on December 18, 2025, in compliance with regulatory disclosure requirements.

Regulatory Order Details

The penalty order was received from the RBI on December 17, 2025, after business hours. The regulatory action pertains to contravention of specific provisions governing money changing operations.

Nature of Violation

The penalty was imposed for contravention of condition (iv) of Paragraph 5 of Section V of Master Direction on Money Changing Activities. This master direction was originally issued vide Circular FED Master Direction No. 3/2015-16 dated January 16, 2016, and was last updated on May 29, 2024.

Company Response and Impact Assessment

Thomas Cook India has assessed the financial and operational implications of this regulatory action. The company has stated that there is no material financial or operational impact on the entity from this penalty. Additionally, the company has confirmed that corrective action has already been undertaken to address the regulatory concerns that led to this penalty.

Regulatory Compliance

This disclosure was made in accordance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Para A of Part A of Schedule III of the Listing Regulations. The intimation also complies with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, which governs disclosure requirements for regulatory actions.

Corporate Communication

The company has uploaded this intimation on its official website at https://www.thomascook.in/stock-exchange-intimation for public access. The disclosure was signed by Amit J. Parekh, Company Secretary and Compliance Officer, ensuring proper corporate governance protocols were followed in communicating this regulatory development to stakeholders.