Wendt (India) Limited has been penalized by both BSE and NSE for non-compliance with board composition requirements, receiving fines totaling Rs 1.89 lakh for the quarter ended December 31, 2025. The company disclosed this development through a board communication dated March 3, 2026, explaining the circumstances that led to the regulatory breach.

Fine Details and Regulatory Breach

The stock exchanges imposed penalties under Regulation 17(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, relating to minimum board composition requirements. The fine structure is identical across both exchanges:

The non-compliance period lasted 34 days, from December 16, 2025, to December 31, 2025, during which the company operated with five directors instead of the mandated minimum of six.

Background of Board Composition Issue

The compliance breach originated when Ninad Gadgil stepped down as Executive Director & Chief Executive Officer on September 15, 2025. This departure reduced the board composition to five directors, falling short of the minimum requirement of six directors under the listing regulations. The company had a deadline of December 15, 2025, to fill the vacancy and restore compliance.

The board had acknowledged the compliance requirements and discussed remedial steps during meetings held on July 21, 2025, and January 19, 2026. However, the specialized nature of the company's business operations complicated the recruitment process.

CEO Appointment Process and Challenges

Wendt India operates in the manufacture of high-precision grinding, honing and super-abrasive tools (Diamond & CBN) and CNC machines. The technical complexity of the business necessitated additional time to identify a suitable candidate with requisite expertise and experience in the engineering sector.

The board explained that the vacancy could only be filled by appointing a new CEO and Executive Director, requiring a comprehensive evaluation process including:

• Assessment of multiple potential candidates
• Shortlisting and selection procedures
• Offer discussions and acceptance formalities
• Due diligence for technical expertise requirements

Amit Ingale was eventually appointed as Executive Director & CEO on January 19, 2026, after completing all requisite formalities, restoring the board to full compliance.

Board Response and Waiver Application

The board expressed its view that the additional 34 days taken in the appointment process was not significant considering the critical nature of the CEO position. The directors emphasized that the delay was unintentional and resulted from the imperative to appoint the right candidate to lead the company effectively.

At its meeting held on March 3, 2026, the board approved seeking a waiver of the fine levied by both stock exchanges for the period from December 16, 2025, to December 31, 2025. The company plans to submit its response and waiver application following the prescribed procedures of BSE and NSE.

The board reaffirmed its commitment to strong governance and regulatory adherence, stating that the compliance breach was addressed not only in letter but in spirit by ensuring the appointment of a qualified leader for the organization.

Source: None/Company/INE274C01019/13b75e34-43cf-472b-8364-65d2f0bb7f64.pdf

Wendt (India) Limited has announced a key senior management appointment, strengthening its leadership team with the addition of an experienced industry professional to head its sales and marketing operations.

Board Approval and Appointment Details

The Board of Directors approved the appointment of Mr. Vipin Malik as Head - Sales & Marketing during their meeting held on March 3, 2026. The appointment comes into effect from April 1, 2026, and was duly recommended by the company's Nomination and Remuneration Committee.

Professional Background and Experience

Mr. Vipin Malik brings substantial industry expertise to his new role at Wendt (India) Limited. At 54 years of age, he holds a Mechanical Engineering degree from the Institute of Engineers of India, Kolkata. His career spans over three decades in the abrasives industry, beginning in 1992 with Carborundum Universal Limited (CUMI).

Career Highlights

• Total Experience: Over 30 years in sales and marketing
• Industry Focus: Abrasives business across domestic and international markets
• Current Role: Heads Sales & Marketing for Industrial Segment of Abrasives business at CUMI
• Career Start: 1992 with Carborundum Universal Limited

Regulatory Compliance

The appointment disclosure was made in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company has provided all requisite details as per Schedule III, Part A, Para A (7) and other applicable provisions of the listing regulations.

Strategic Significance

This senior management appointment reflects Wendt (India) Limited's focus on strengthening its sales and marketing capabilities. Mr. Malik's extensive experience in the abrasives sector, spanning both domestic and international markets, positions him well to drive the company's commercial objectives and market expansion strategies.