Key Quantitative Figures

  • Cut-off date for voting eligibility: November 6, 2026
  • Remote e-voting period: November 15, 2026 (9:00 AM IST) to December 14, 2026 (5:00 PM IST)
  • Proposed director term: 5 years (September 17, 2026 to September 16, 2031)
  • Director age: 64 years
  • Board meetings attended (2026-27): 2

Dates of Action

  • Board appointment date: September 17, 2026
  • Notice date: November 6, 2026
  • Filing date with exchanges: November 14, 2026
  • E-voting commencement: November 15, 2026
  • E-voting conclusion: December 14, 2026
  • Result announcement: On or before December 16, 2026

Parties Involved

  • Proposed Director: Mr. Shishir Joshipura (DIN: 00574970)
  • Scrutinizer: M/s. BMP & Co. LLP (Mr. Pramod S M or CS Biswajit Ghosh)
  • E-voting service provider: Central Depository Services (India) Limited (CDSL)
  • Regulatory references: SEBI Listing Regulations, Companies Act 2013, MCA Circulars

Purpose/Rationale

To seek shareholder approval through special resolution for the appointment of Mr. Shishir Joshipura as Non-Executive Independent Director, as required under Section 149, 152, and 161 of the Companies Act, 2013 and SEBI LODR Regulations.

Director Qualifications & Experience

Mr. Shishir Joshipura holds a Bachelor's degree in Mechanical Engineering from BITS Pilani and has completed the Advanced Management Program from Harvard Business School. He has over 42 years of experience across engineering, manufacturing, capital goods, process technology and industrial services. He served as CEO and Managing Director of Praj Industries (2018-2025) and CEO of SKF India (2009-2018).

Current Directorships

Public Companies: Kalyani Steel Limited, Kilburn Engineering Limited

Private Companies: Biofuelcircle Private Limited, Carnelian Investment Managers Private Limited, Enerviatech Private Limited, Kilburn East End Private Limited

Remuneration Details

Mr. Joshipura is eligible for payment of sitting fees for attending Board and Committee meetings, reimbursement of expenses incurred for participating in meetings, and commission as may be approved by the Board based on recommendation of Nomination and Remuneration Committee, subject to limits prescribed under Section 197 of Companies Act, 2013 and applicable SEBI regulations.

Voting Procedure

The company is using remote e-voting only through CDSL platform. No physical ballot forms are being sent. Members can vote through:

1. Depository participants (for demat holders)

2. CDSL website www.evotingindia.com (for physical shareholders and non-individual shareholders)

Shareholder Eligibility

Members whose names appear in the register of members/list of beneficial owners as on November 6, 2026 (cut-off date) are entitled to vote.

Financial Impact

Not quantified in the disclosure. The appointment involves standard director remuneration components (sitting fees, expense reimbursement, commission) within statutory limits.

Capital Structure Impact

No impact on capital structure disclosed.

Governance Compliance

The company has received a declaration of independence from Mr. Joshipura confirming he meets the criteria under Section 149(6) of the Companies Act and Regulation 16 of SEBI LODR Regulations. He has registered himself in the Independent Director's Data Bank maintained by Indian Institute of Corporate Affairs.

Additional Information

The explanatory statement and full notice are available on company website (https://www.ajax-engg.com/) and CDSL website (https://www.evotingindia.com/). The resolution will be deemed passed on December 14, 2026 if approved by shareholders.