Butterfly Gandhimathi Appliances : Resignation

BUTTERFLYGANDHIMATHIAPPLIANCES

LIMITED

March

30, 2022

General

Manager

Dept. of Corporate BSE Ltd,

Floor l, P J Towers, Dalal Street,

Mumbai

400 001

-

Scrip: 517421

Sub:

Outcome limited

Re:

Regulation 30 of SEBI (Listing Obligation and Disclosure

as

amended

Dear Sir/Madam,

This is to inform

-

DCS, Services,

of the meeting of the Board of Directors

("Company") held on March

("Listing Regulations")

you

that the Board

today has inter alia approved I noted

I Manager,

National Stock Exchange of India Ltd Exchange Plaza,

Sandra Kurla Complex. Sandra (E),

Mumbai - 400 051

Scrtp : BUTIERFL Y

of Butterfly Gandhimathi

30, 2022

AppliancesRequirements)

Regulations,

2015,

of Directors the following:

of the Company ("Board") at their meeting held

I

1.

Change in the Boardcomposition

(a) The Board has approved the following appointments with immediate

effect:

S.No 1.

Nameof Director

Mr Rangarajan Sriram (DIN: 09550640)

2.

Mr.

Shantanu

Maharaj Khosla

(DIN: 00059877)

3.

Positions

I Additional

Director

Managing Director

1n the capacity of

Additional Non-Executive Director.

-

Directorin

the of

capacity

• I Non

  Independent

  Mr. Mathew

  Job

  (DIN: 02922413)

  Additional Non-Executive Director.

  Director

  in

  the capacity of a

• I Non

Independent

I

(b) The business

The aforesaid appointments are subject to approval of the shareholders from the date of appointment.

took

on

record 30, 2022:

the following resignations

with

effect

ofhoursMarch

S. No 1.

2.

Name Mr.

of Director

V

M

Lakshminarayanan

(DIN: 00106346)

Mr. V M Balasubramaniam

(DIN· 00106428)

Regd.offlce:

143,Pudupakkam

V,llage.Vandalur

Chengalpattu District. PhonePositions Chairmanand Managing Director

Vice Chairman

and Managing

Kelambakkam Road, Kelambakkam

Director

Pin 603 103.

-

-

+91-44-47415500

CIN No. 128931TN1986PLC012728.

Corporate

office:

gmal@butterftyind1a.com

web

www

butterflymdra.com

Satar. Egattur Village, Navalur

Phone·

044

E-mail

603

130

butterflyho@butterfly1nd1a

District

3.

Mr. V M Seshadri

(DIN: 00106506)

• 4. Mr. V M Gangadharam (DIN: 00106466)

5.

Mr. V M Kumaresan

(DIN: 00835948)

The

Board

placed on record

during their term

as the directors

Further, the disclosures

its appreciation

Managing Director

ExecutiveExecutivefor

of the Company.

their

as required under Regulation 30 of the Listing Regulations read withSEBI Circular no. CIR/CFD/CMD/4/2015 dated September

DirectorDirector

Technicalvaluable

contribution

09, 2015

and

are

given in Annexure

support

1.

• 2. Completion of transaction 22,2022:

  others,

  envisaged under

  In furtherance

  of our executionthe

  earlierdisclosure dated

  of a Share Purchasethe

  Share

  February 22, 2022

  Agreement

  Greaves

  Consumer

  Electricals

  Limited ("Crompton")

  andPurchase

  Agreement

  dated

  February

  in connection

  with, amongand hasby the certain taken

  Company members

  promoter

  group

  of the

  Company,

  98,33,754

  the

  Board

  on

  record

  with of the the

  Crompton promoter transfer

  of

  equity sharescertain

  representing

  members

  of the promoter

  55.00% of the equity share capital of the Company by

  and promoter

  group of the Company to Crompton.

• 3. Noting of CromptonConsequent Crompton

to the acquisition of the Sale Shares and appointment

to the Board, w.e.f.

acquired sole control

as being in sole control

over

Kindly take the above on record.

For Butterfly Gandhimathi

.?.?

Deputy Company Compliance Officer

of the Company

March

30, 2022, the Board has noted

the Company and has become the promoter

of representatives of that Crompton has of the Company.

Appliances

Limited

Secretary

cum

ANNEXURE

I

1.

Appointment of Mr Sriram Rangarajan (DIN: 09550640) as an Additional Director capacity of a Managing Director

S. No

• 1. Reason

  Particulars for ChaAge

  appointment,

  Fernoval aeath

  viz.

  1 Pursuant

  Remarks to completion of the transactions

  FesigAation,

  contemplated

  OF otherwiseunder

  Agreement amongst Electricals members

  group

  dated

  February 22, 2022 entered

  Crompton

  Limitedof the

  promoter

  of the

  Crompton

  Sriramhas

  Company, nominated

  to be appointed as a director

  Company.

• 2. Date of Appointment/CessatioA Mr Rangarajan Sriram

  & term

• 3. Disclosure between

  of appointmentappointment

• 4. Information

  of directors

  relationships

  (in case

  of a director}

  of

  required

  pursuant

  to

  circularissued

  by (a} BSE

  Limited

  bearing

  ref.

  no.

  LIST/ order by SEBI or any other such authority.

  COMP/ 14/ 2018- 19 and (b} the INational Stock Exchange of India

  Ltd bearing

  ref.

  no.

  2018/ 24, both dated 2018.

• 5. Brief Profile

as an Additional

theShare Purchase

Greaves

("Crompton"),

andhas

Director with

in the capacity ofManaging

Director

effect

30, 2022 for a period of two

to shareholders'

approval.

Mr Rangarajan Sriram

directors

is not to any

of the Company.

Mr Rangarajan Sriram is

not debarred

holding the office of directorConsumerand the

certain promoter Company

Mr Rangarajan

been

appointed

from years, related

by virtue

NSE/ CML/

in the

of the

March subject

from of any

20th

I

June,

Mr.

Rangarajan

Mechanical in Business

Sriram

holds

Diploma in

Engineering, Bachelor's

degree

Administration

and holds

Graduate

Diploma

in

Marketing

a Post from

Symbiosis. He has over 26 years of rich and

varied durables

work sector.

experience

He

hasin the a keen

consumer

and

understanding of the sales, distribution,

marketing processes durables space.

deep and

I

in

the

consumer

Mr.

Butterfly, 2012. business

Rangarajan

been

Crompton

Limited

heading

prior

to

from Crompton

Ltd he has

the

sinceHe has

worked

with

Kores

Ltd, Matsushita

'--??..1.- ???????????? ..L-!(_P_an_a_s_o_n_ic?),?h_ai_rnl?dpw_oiot_hlW_. ???? -'

__

2. Appointment

of Mr

Shantanu

capacity of a Non-ExecutiveKhosla Director

(DIN: 00059877) as an Additional

Director

in the

S. No

Particulars

• 1. Reason for Change ,·iz, appointment, I Pursuant HFe?gsr?tnti+ciatt-Ot-tt-1-+A-"re'"?"m"f,tttlO>Y-VJ.tilt---<><>ttrRan-9sa!'ctions

  to

  Remarks completion cont em p Iat ed

  otf:lerwise

• 2. Date term

  of

  of appointment

• 3. Disclosure directors director)

• 4. Information circular bearing

  Appointment/Cessationof relationships

  (in case

  between

  of appointment

  of a

  required

  pursuant

  to

  issued ref.

  by (a) BSE Limited

  no.

  LIST/ COMP/

  14/

  2018-19 and

  (b) the

  National

  Stock

  Exchange of India Ltd bearing ref. no.

  NSE/ CML/ 2018/ 24, both dated

• June, 2018.

• 5. Brief Profile

share

purchase

February 22, 2022

Crompton

ElectricalsGreaves Limited

certain

members of the promoterpromoter group the Company

of under

agreement enteredthe the dated

amongst

Consumer

("Crompton"),

of the Company, andCrompton

nominated

Mr

Shantanu

MaharajKhosla to be appointed as a Director the Company.

&

andhas

of

Mr Shantanu appointed

as

the capacityDirector,

Maharaj Khosla has been

an

Additional

of

Non-Independent

with

effect

from

subject to shareholders'

a

Director Non-ExecutiveDirector

March

30,

2022,

approval.

Mr

Shantanu

Maharaj Khosla is

related

to

any

directors

Company.

Mr

Shantanu

Maharaj Khosla

debarred director

from by virtue

holding the office of

of

any

order

or any other such authority.

20th

in

of

not theis not

by SEBI

Mr. Shantanu Bachelor's Engineering Technology,

Maharaj Khosla holds a degree in Mechanicalfrom Indian

Institute

of

Bombay and MBA from

(CGCEL), he served

as the Managing

Director

and Chief

Executive

(CEO) of Procter & Gamble

Officer from July

2002

to June

2015.

Mr. been

Shantanu working

Maharaj with

Additional

Director

since

2015 and as Managing

Khoslahas

Crompton September

as

Directorsince

I January

2016.

Job (DIN: 02922413) as an additional

3.

Appointment

of Mr Mathew

of a non-executive

S. No

• 1. Reason

  Particulars for Change viz. appointment,

  resignatien, etherwise

• 2. Date term

  of Appointment/Cessatien & Mr.Mathew

  of appointment

• 3. Disclosure

  director

  rerneval

  of relationships

  Eleath

  between

  directors a director)

  (in case

  of appointment

• 4. Information circular bearing

  issued ref.

  2018- 19 and

  required pursuant

  no.

  (b) the

  Exchange of India

  er

  of

  to

  by

  (a) BSE Limited LIST/ COMP/ 14/

  National

  Stock

  Ltd bearing ref. no.

  NSE/ CML/ 2018/ 24, both dated 20th

  June, 2018.

• 5. Brief Profile

Pursuant transactions share

to

completion contemplated

purchase

February Crompton Limited

22,

Greaves

("Crompton"), certain

of the promoter

director

in the capacity

Remarksof under

2022

agreement entered

Consumer

amongst Electricals members

and promoter

the

Crompton

Company,

has

and nominated

the

Company Mr.Mathew

Job to be appointed as a director

the the dated

group

of

of the

Company.

Job has been

appointed as

an a

Additional

Director

in the capacity ofIndependent

Non-Executive

Director

Director,

witheffect

Non- from

March 30, 2022, subject to shareholders' approval.

Mr.Mathew

Job

is

not

Directors

of the Company.

Mr.Mathew Job is not

holding

related

debarred

the office of director

to

any

from

orderby SEBI orany

any

by virtue other

of such

authority.

Mr.Mathew

Job

holds

degree

in TechnologyElectronics)

a

Bachelor's

(Electrical and

and

MBA

from University from Indian

Institute

Management,

Calcutta. Priorof Kerala

Crompton

Greaves

Consumer

to joining Electricals

Ltd, he served as the Managing Director

of Racold

(Ariston) ThermoSeptember 2015.

the Director fromPrior to that, he was

Vice

President

and Managing

of Grahe India Private

November

and

2009 to

Philips

alsoheld various key roles Electronics India Limited

June 1994 to October 2009.

Mr. Mathew Crompton

LimitedJanuaryLimited 2012

Job has been working

as

Chief Executiveof

till

with from

with

since Director

January

2016 and

as

Officer Executive

since January

2021.

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