Outcome of board meeting of JVL Agro Industries

Held on 25 August 2014

JVL Agro Industries announced that the Board of Directors of the Company at its meeting held on 25 August 2014, inter alia, has transacted the following :

1. The Board approved re-designation of S.N. Jhunjhunwala, Managing Director as the Key Managerial Personnel of the Company.

2. The Board approved appointment of Anju Jhunjhunwala as Additional Director of the Company.

3. The Board approved the appointment of R. C. Garg as the Chief Finance Officer of the Company.

4. The Board approved the appointment of Sudhir Saxena, Cost Auditor, Kanpur as the Cost Auditor of the Company for financial year 2014-15 at a remuneration of Rs. 50,000/- subject to ratification of the same in the ensuing Annual General Meeting by the members.

5. The Board decided to rename the existing "Remuneration Committee" of the Company as "Nomination & Remuneration Committee."

6. The Board decided to rename the existing "Shareholders'/Investors' Grievance Redressal Committee" of the Company as "Stakeholders Relationship Committee."

7. The Board reconstituted "Audit Committee". S.K. Dikshit, Chairman of the Committee retired from the Committee & at his place Mahesh Kedia was appointed as Chairman. Also, Harsh Agrawal has been appointed as the Member to the Committee. Accordingly, the revised constitution of Audit Committee includes - Mahesh Kedia, Chairman, Kanhaiya Lal Goenka & Harsh Agrawal.

8. The Board approved the tabled draft of vigil mechanism with minor editings. This mechanism will further strengthen & make effective the working of the Audit Committee of the Board.

9. The Board constituted a CSR committee in terms of requirements of new Companies Act, 2013. The Committee shall comprise of Mahesh Kedia as Chairman, and S.N. Jhunjhunwala, Director & Adarsh Jhunjhunwala, Director as other members of the Committee. The Board also deliberated on the draft text for the proposed CSR Policy of the Company and approved the same.

10. The Board appointed Deepak Kumar Chopra as the Chief Executive Officer (Key Managerial Person) of the Company.

11. The Board appointed M/s Namita Ujwal & Associates, Practicing Company Secretary, Varanasi as the Secretarial Auditors of the Company.

12. The Board appointed M/s Mukul Shah & Associates as the Internal Auditors of the Company.

13. The Board approved the increase in its borrowing powers from existing Rs. 3000 crore excluding temporary loans & working capital facilities to Rs. 3500 crore excluding temporary loans & working capital facilities over and above the paid-up share capital & reserves & surplus of the Company subject to approval of shareholders in ensuing Annual General Meeting of the Company.

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