BSECompany Update5d ago · 26 Aug 2026, 08:14 pm
Intimation Regarding Re-appointment of Ms. Divya Zalani (09429881) as Non Executive Independent Director of the Company.
Maximus International Ltd · 540401
✦ AI SummaryMgmt Change
Maximus International Ltd has announced the re-appointment of Ms. Divya Zalani as a Non-Executive Independent Director of the Company, effective from 31st December, 2026 to 30th December, 2031. The Board has also approved the appointment of Mr. Ramesh Kheradia as an Additional Non-Executive Independent Director and the re-appointment of Mr. Dipak Raval as a Managing Director for a term of 5 years.
Analysis Scores
Earnings Impact5/10
Growth Catalyst2/10
Governance Concern1/10
Regulatory Risk1/10
Balance Sheet Risk1/10
Liquidity Impact8/10
Market Sentiment6/10
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Maximus International Ltd - 540401 - Announcement under Regulation 30 (LODR)-Change in Directorate
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Ref: MIL/BSE/2026
Date: 26.08.2026
The Corporate Relations Department
BSE Limited
Department of Corporate Services
P J Towers, Dalal Street, Fort,
Mumbai-400001.
Re: Maximus International Limited
Script Code: 540401
Subject: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
Dear Sir/Madam,
Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, we would like to inform you that the Board of Directors of the Company at its meeting held today
i.e. on Wednesday, 26th August, 2026 at the Registered Office of the Company, inter alia, have
considered and approved the following business:
1. Appointment of Mr. Ramesh Kheradia (DIN:11804859), as an Additional Non-Executive
Independent Director of the Company:
Based on the recommendation of the Nomination and Remuneration Committee, the Board has
approved the appointment of Mr. Ramesh Kheradia (DIN:11804859), Aged 70, as an Additional Non-
Executive Independent Director of the Company not liable to retire by rotation with effect from 26th
August, 2026, subject to the approval of Shareholders of the Company.
Further in compliance with circular no. LIST/COMP/14/2018-19 dated 20th June, 2018 we hereby
confirm that Mr. Ramesh Kheradia (DIN:11804859), is not debarred from holding the office of Director
by virtue of any SEBI order or any other such authority and he is not disqualified from holding the office
of director pursuant to provisions of Section 164 of the Companies Act, 2013.
The disclosure as required under Regulation 30 of the SEBI Listing Regulations read with SEBI Master
Circular no. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 is enclosed
herewith. (Annexure –A)
2. Re-appointment of Mr. Dipak Raval (DIN: 01292764) as a Managing Director of the
Company:
Based on the recommendation of the Nomination and Remuneration Committee, the Board has
approved re-appointment of Mr. Dipak Raval (DIN: 01292764) as a Managing Director of the Company,
(who is also acting as Whole Time Director of Optimus Finance Limited i.e Holding Company) for a
term of 5 (five) years including continuation in office beyond his age of 70 (Seventy) with effect from
7th October, 2026 to 6th October, 2031, (Both days inclusive) being liable to retire by rotation without
any remuneration from the Company subject to the approval of Shareholders of the Company.
Further in compliance with circular no. LIST/COMP/14/2018-19 dated 20th June, 2018 we hereby
confirm that Mr. Dipak Raval (DIN: 01292764), is not debarred from holding the office of Director by
virtue of any SEBI order or any other such authority and he is not disqualified from holding the office
of director pursuant to provisions of Section 164 of the Companies Act, 2013.
The disclosure as required under Regulation 30 of the SEBI Listing Regulations read with SEBI Master
Circular no. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 is enclosed
herewith. (Annexure –A)
3. Re-appointment of Ms. Divya Zalani (DIN: 09429881) as Non-Executive Independent
Director of the Company:
Based on recommendation of the Nomination and Remuneration Committee, the Board has
approved re-appointment of Ms. Divya Zalani (DIN: 09429881) as an Independent Director of the
Company, not subject to retirement by rotation, to hold office for a second term of 5 (five) consecutive
years with effect from 31st December, 2026 to 30th December, 2031, (Both days inclusive) subject to
the approval of shareholders of the Company.
Further in compliance with circular no. LIST/COMP/14/2018-19 dated 20th June, 2018 we hereby
confirm that Ms. Divya Zalani (DIN: 09429881), is not debarred from holding the office of Director by
virtue of any SEBI order or any other such authority and he is not disqualified from holding the office
of director pursuant to provisions of Section 164 of the Companies Act, 2013.
The disclosure as required under Regulation 30 of the SEBI Listing Regulations read with SEBI Master
Circular no. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 is enclosed
herewith. (Annexure –A).
4. Appointment of Statutory Auditors of the Company:
Based on the recommendation of Audit Committee, Board has approved the appointment of M/s.
Ambalal M. Shah & Co., Chartered Accountants (Firm Registration No. 0100304W) as Statutory
Auditors of the Company to fill the casual vacancy caused due to the resignation of M/s. Shah Mehta
and Bakshi, Chartered Accountants (Firm Registration No. 103824W) with effect from 26th August,
2026 till the conclusion of ensuing 11th Annual General Meeting (‘AGM’) of the Company as well as it
is also proposed to appoint them as Statutory Auditors of the Company for a term of 5 (five)
consecutive years commencing from the conclusion of the said 11th AGM till the conclusion of the
16th AGM (i.e. from FY 2026-27 to FY 2030-31). The said appointment will be placed for the
shareholder’s approval at the ensuing 11th AGM of the Company.
The disclosure as required under Regulation 30 of the SEBI Listing Regulations read with SEBI Master
Circular no. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 is enclosed
herewith. (Annexure –B).
5. Reconstitution of Committee of the Company:
Consequent to the change in composition of Board of Directors of the Company, the Board has
approved the reconstitution of the Audit Committee and Nomination and Remuneration Committee
of the Company with effect from 26th August, 2026, in accordance with the applicable provisions of
the Companies Act, 2013 and SEBI Listing Regulations.
The Audit Committee is reconstituted as follows:
Sr. No. Name of Director Designation in Category of Directorship
Committee
1. Ms. Divya Zalani Chairperson Non- Executive Independent
Director
2. Mr. Dipak Raval Member Managing Director
3. Mr. Vinay Pandya Member Non- Executive Independent
Director
4. Mr. Ramesh Kheradia Member Additional Director
Non- Executive Independent
Director
The Nomination and Remuneration Committee is reconstituted as follows:
Sr. No. Name of Director Designation in Category of Directorship
Committee
1. Ms. Divya Zalani Chairperson Non- Executive Independent
Director
2. Mr. Vinay Pandya Member Non- Executive Independent
Director
3. Mr. Ramesh Kheradia Member Additional Director
Non- Executive Independent
Director
The Meeting of the Board of Directors of the Company commenced at 4:30 P.M. and concluded
at 6:00 P.M.
You are requested to take the aforesaid information on your record.
Thanking you,
Yours faithfully,
For Maximus International Limited
Sonali Panchal
Company Secretary & Compliance Officer
Annexure –A
Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 and SEBI Master Circular no.
HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026
Appointment / Re-appointment of Directors of the Company.
Particulars Disclosure
1. N ame of Director M r . R a m e s h K h e r a d i a M r . D i p a k R a v a l ( D I N : M s . D i v y a Z a l a n i
(DIN:11804859) 08616809) (DIN:09429881)
2. R eason for change viz. Appointment of Mr. Re-appointment of Re- appointment of
appointment, Ramesh Kheradia Mr. Dipak Raval (DIN: Ms. Divya Zalani
reappointment, resignation, (DIN:11804859), as an 08616809) as (DIN: 09429881) as
removal, death or otherwise. Additional Non- Managing Director for an Independent
Executive Independent a term of 5 (five) years Director for a
Director of the subject to the second term of five
Company subject to approval of (5) consecutive
the approval of shareholders of the years subject to the
shareholders of the Company. approval of
Company. shareholders of the
Company.
3. Date of appointment/re- Appointment of Mr. For the term of 5 (five) For the term of 5
appointment/cessation (as Ramesh Kheradia years effective from (five) years effective
applicable) & term of (DIN:11804859), as an 7th Octobe
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