Nature of the Disclosure

Regulatory filing pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, containing a Notice of Postal Ballot for shareholder approval of managerial reappointment.

Key Quantitative Figures

  • Current remuneration (FY 2025-26): ₹1.38 crore per annum
  • Proposed basic salary: Up to ₹7,10,000 per month
  • Proposed benefits and perquisites: Up to ₹6,20,000 per month
  • Company financial performance (Standalone):
  • 2025-26: Total Revenue ₹1595.06 crore, Profit After Tax ₹26.66 crore
  • 2024-25: Total Revenue ₹1732.34 crore, Profit After Tax ₹489.83 crore
  • 2023-24: Total Revenue ₹1799.42 crore, Profit After Tax ₹2948.42 crore

Dates of Action

  • Board meeting date: August 10, 2026
  • Cut-off date for voting eligibility: September 4, 2026
  • Remote e-voting period: September 10, 2026 (9:00 AM IST) to October 9, 2026 (5:00 PM IST)
  • Result announcement: Within two working days after October 9, 2026
  • Proposed term: February 4, 2027 to February 3, 2029

Parties Involved

  • Manager candidate: Mr. Rajnesh Datt
  • Scrutinizer: Parikh & Associates, Practicing Company Secretaries (Mr. P.N. Parikh, Mr. Mitesh Dhabliwala, Ms. Sarvari Shah)
  • E-voting service provider: National Securities Depository Limited (NSDL)
  • Registrar and Share Transfer Agent: M/s KFin Technologies Ltd.
  • Regulatory references: SEBI Listing Regulations Regulation 30, Companies Act 2013 Sections 2(51), 2(53), 196, 197, 198, 203, Schedule V

Purpose and Rationale

Seeking shareholder approval via special resolution for reappointment of Mr. Rajnesh Datt as Manager for two years. The reappointment is necessary because profit calculated as per Section 198 methodology renders profits inadequate for paying managerial remuneration under normal limits, requiring special approval under first and second proviso of Section 197 read with Schedule V.

Financial and Operational Impact

  • Capital structure impact: None disclosed
  • Cash flow implications: Managerial remuneration payments as approved
  • Contingent exposure: Minimum remuneration payable even if company has no profits or inadequate profits during tenure

Manager Profile Details

  • Age: 57 years
  • Experience: 35 years in polyester industry, 14 years with Bombay Dyeing
  • Previous roles: Vice President PSF Sales & Marketing (2012), Senior Vice President (2019), COO PSF (November 2022), Manager (February 2025)
  • Education: MBA in Marketing, graduate in science
  • Previous employers: Indorama Synthetics (India) Ltd., JCT Ltd. (Thapar Group)
  • Current directorships: Association of Synthetic Fibre Industry
  • Shareholding: Nil in the company

Voting Arrangements

  • Remote e-voting only through NSDL platform
  • Physical ballot forms not being sent
  • Members must register email addresses with company/DP for electronic communication
  • Scrutinizer appointed to oversee voting process
  • Results will be submitted to BSE and NSE and uploaded on company website