Meeting Details

The approval is sought through a postal ballot process rather than a physical meeting. The remote e-voting constitutes the voting mechanism, with no physical meeting scheduled. The cut-off date for determining shareholder eligibility is Friday, 6 November 2026.

Proposed Resolution

Special Resolution - Item No. 1: To approve the appointment of Ms. Neela Bhattacherjee (DIN: 01912483) as a Non-Executive Independent Director.

Key Terms of Appointment:

  • Designation: Non-Executive Independent Director
  • Term: Three consecutive years from 28 September 2026 to 27 September 2029
  • Remuneration: Not exceeding ₹40,00,000 (Rupees Forty Lakhs) per annum, inclusive of sitting fees but exclusive of business expense reimbursements
  • Minimum remuneration payable even in absence or inadequacy of profits pursuant to Section II of Part II of Schedule V to the Companies Act, 2013

Voting Process and Methods

The Company has engaged NSDL (National Securities Depository Limited) to provide remote e-voting facilities.

Voting Period: Commences on Friday, 13 November 2026 at 09:00 AM (IST) and ends on Saturday, 12 December 2026 at 05:00 PM (IST).

Voting Methods:

  • Electronic voting only through NSDL platform
  • No physical postal ballot forms or business reply envelopes are being dispatched
  • Notices sent only in electronic form to members with registered email addresses

Scrutinizer Appointment

The Board of Directors has appointed Mr. Rajiv Balakrishnan, Director of M/s. Beyond Compliance Corporate Services Private Limited, as the Scrutinizer to conduct the postal ballot/e-voting process in a fair and transparent manner.

Scrutinizer's Role:

  • Submit report to the Chairman within 2 working days from the conclusion of e-voting
  • Decision on validity of votes cast will be final
  • Results and report will be communicated to Stock Exchanges, NSDL, and RTA

Compliance with Laws and Regulations

The notice is issued pursuant to:

  • Sections 108 and 110 of the Companies Act, 2013
  • Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014
  • Regulation 44 of SEBI Listing Regulations
  • Secretarial Standards SS-2 issued by ICSI
  • MCA Circulars including General Circular No. 14/2020, 17/2020, and latest Circular No. 03/2025
  • SEBI Master Circular dated January 30, 2026

Results Disclosure

The results of the postal ballot along with the Scrutinizer's report will be:

  • Communicated to Stock Exchanges (BSE and NSE)
  • Uploaded on the Company's website at https://www.asterqualitycare.com/investors/shareholders-services/postal-ballot/postal-ballot-result
  • Available on NSDL website at www.evoting.nsdl.com
  • Disclosed within 2 working days from the conclusion of remote e-voting

Director Background Information

Ms. Neela Bhattacherjee Profile:

  • Date of Birth: 22 January 1960 (66 years)
  • DIN: 01912483
  • Qualification: Bachelor of Science in Mathematics, Bachelor of Science in Computer Science
  • Experience: 32 years post-qualification experience in business strategy, M&A, sales & marketing, product development in global IT services
  • Current Directorships: Alkem Laboratories Limited, S H Kelkar and Company Limited, PGP Glass Limited, Keva Fragrances Private Limited, PGP Glass USA Inc.
  • Committee Memberships: Audit Committee (S H Kelkar), Stakeholders Relationship Committee (PGP Glass), Nomination and Remuneration Committee and Risk Management Committee (Alkem Laboratories)
  • Shares held in Company: NIL
  • No relationship with other Directors or KMPs of the Company

Additional Information

The explanatory statement confirms that the Company had a profit after tax of ₹427.10 crores on a consolidated basis for financial year 2025-26. The provision for minimum remuneration in case of loss or inadequate profits is included as a matter of abundant precaution.

The notice is available on the Company's website, BSE website (www.bseindia.com), NSE website (www.nseindia.com), and NSDL website (www.evoting.nsdl.com).