Meeting Information
This is a Postal Ballot process conducted through remote electronic voting (e-Voting) without a physical meeting. The process is governed by Sections 108 and 110 of the Companies Act, 2013, read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014, Regulation 44 of SEBI Listing Regulations, and various MCA Circulars including General Circular No. 03/2025 dated September 22, 2025.
Proposed Resolution
Special Resolution: To approve the appointment of Mr. Kabir Ahmed Shakir (DIN: 03584898) as a Non-Executive Independent Director and payment of remuneration.
Key Terms of Appointment:
- Appointment period: May 16, 2026 to May 15, 2031 (5 years)
- Designation: Non-Executive Independent Director, not liable to retire by rotation
- Remuneration: ₹7.0 million per annum plus sitting fees for board/committee meetings
- In case of absence or inadequacy of profits, remuneration shall be paid for the first 3 years (until May 15, 2029) without further member approval
Voting Process and Timeline
- Voting Method: Remote e-Voting only (no physical ballot)
- Service Provider: National Securities Depository Limited (NSDL)
- Cut-off Date: June 5, 2026 (for determining eligible voters)
- Voting Period: June 10, 2026 (9:00 AM IST) to July 9, 2026 (5:00 PM IST)
- Result Declaration: On or before July 13, 2026
Scrutinizer Appointment
The Board of Directors has appointed Mr. Prabhakar Kumar, Partner of M/s VAPN & Associates, Company Secretary in Practice (Membership No. FCS 5781, COP No. 10630), or failing him Mr. Ashok, Partner of M/s VAPN & Associates (Membership No. ACS 55136, COP No. 20599), as the Scrutinizer to conduct the postal ballot process in a fair and transparent manner.
Director Background and Qualifications
Mr. Kabir Ahmed Shakir is a global finance and business leader with over 35 years of experience across consumer, technology, and telecommunications industries. His professional background includes:
- Former Global CFO of Tata Communications (awarded Turnaround Company of the Year by Forbes in March 2023)
- Former CFO of Microsoft India
- 23 years at Unilever in senior finance roles across India and the UK
- Multiple award-winning CFO recognized by Businessworld, CII, and Economic Times
- Alumnus of BIM Trichy and recipient of 'Distinguished Alumni of the year' award
- Currently holds no shares in the company and has no relationship with other directors or managerial personnel
Company Financial Information
Financial Performance (Standalone Audited):
- Revenue from Operations: ₹98,474.87 million (FY2026) vs ₹83,252.84 million (FY2025)
- Profit After Tax: ₹3,254.27 million (FY2026) vs ₹976.55 million (FY2025 - restated)
- EBITDA: ₹7,919.61 million (FY2026) vs ₹3,959.69 million (FY2025 - restated)
Foreign Investment:
- Foreign equity shareholding: 51.54% as of March 31, 2026
- Company's foreign investments include wholly-owned subsidiaries in USA (USD 11,631,060), Hong Kong (HKD 2,209,446), and Singapore (USD 8,499,974)
Compliance and Regulatory References
The notice complies with:
- Sections 102, 108, 110, 149, 150, 152, 197, 198 of Companies Act, 2013
- Schedule IV and Schedule V of Companies Act, 2013
- Rules 20 and 22 of Companies (Management and Administration) Rules, 2014
- Regulation 44 of SEBI Listing Regulations
- Secretarial Standard on General Meetings (SS-2)
- Various MCA Circulars including General Circular No. 03/2025
Document Availability
The notice is available on:
- Company website: www.delhivery.com
- BSE website: www.bseindia.com
- NSE website: www.nseindia.com
- NSDL e-Voting website: www.evoting.nsdl.com
Additional Information
- The explanatory statement provides detailed material facts about the resolution
- Members can inspect documents by emailing corporateaffairs@delhivery.com before the e-voting end date
- Institutional shareholders must submit Board Resolution/Authority letter to scrutinizer at info@vapn.in
- The company has made arrangements for members to register email addresses for future communications