Meeting Details
This is a postal ballot process; there is no physical meeting. The cut-off date for determining shareholder eligibility to vote is Friday, August 14, 2026. The notice was dispatched on August 20, 2026.
Summary of Proposed Resolution and Implications
The Company is seeking approval for a single Ordinary Resolution:
- Item No. 1: To approve the redesignation of Pirojsha Godrej (DIN: 00432983) as the Non-Executive Non-Independent Director and Chairperson of the Company.
Key Implications of the Resolution:
- Pirojsha Godrej was re-designated from his role as Whole-time Director (Executive Chairperson) effective August 14, 2026, consequent to a planned generational transition. He has ceased to be a Key Managerial Personnel (KMP).
- His new role will involve providing strategic guidance, overseeing the company's long-term vision, supporting key stakeholder relationships, and mentoring senior leadership.
- His remuneration will change from a salary to receiving sitting fees for board/committee meetings and a commission within shareholder-approved limits, plus reimbursement for travel expenses.
- The appointment is subject to shareholder approval as required by Regulation 17(1C) of the SEBI LODR Regulations and the Companies Act, 2013.
Voting Process and Methods
The voting will be conducted entirely through a remote e-Voting process.
- Service Provider: KFin Technologies Limited (KFintech) has been engaged to provide the e-Voting facility.
- Voting Period: The remote e-Voting window is from 09:00 a.m. (IST) on Friday, August 21, 2026, to 05:00 p.m. (IST) on Saturday, September 19, 2026.
- Voting Rights: Voting rights are proportionate to the number of shares held as of the cut-off date (August 14, 2026).
- Communication: The notice is being sent only via email to all members registered as of the cut-off date, in compliance with MCA Circulars. Physical copies are not being dispatched.
Key Voting Outcomes and Scrutinizer
- The results of the postal ballot, along with the scrutinizer's report, will be declared on or before Monday, September 21, 2026.
- Mr. Ashish Kumar Jain, a company secretary in practice (Membership No. 6058, CP No. 6124), has been appointed as the scrutinizer to scrutinize the voting process in a fair and transparent manner.
- The scrutinizer will submit his report to the Managing Director/Company Secretary of the Company after the scrutiny is complete.
- The results and the scrutinizer's report will be uploaded on the company's website (www.godrejproperties.com) and communicated to the stock exchanges (BSE and NSE).
Compliance Confirmation
The notice confirms compliance with:
- Section 108 and 110 of the Companies Act, 2013.
- Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014.
- Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
- Secretarial Standards on General Meetings (SS-2).
- MCA General Circular Nos. 14/2020, 17/2020, and 03/2025.
Names and Roles of Signatories
- The notice and explanatory statement are signed by Ashish Karyekar, Company Secretary (ICSI Membership No. ACS 11331), on behalf of the Board of Directors of Godrej Properties Limited.
- The covering letter to the exchanges is digitally signed by Ashish Sudhakar Karyekar.
Additional Information
- The notice is available on the company's website (www.godrejproperties.com) and KFintech's website (http://evoting.kfintech.com).
- Detailed instructions for remote e-Voting for both demat and physical shareholders are provided, including helpdesk contacts for NSDL and CDSL.
- A comprehensive profile of Pirojsha Godrej is included, detailing his qualifications, experience, current directorships (10 companies), committee memberships, and shareholding in GPL (10 shares in individual capacity and 3,10,130 shares as a trustee).
- The document includes a grievance redressal mechanism as per SEBI Circular dated July 31, 2023, directing members to contact the company/RTA first and then escalate via SCORES or the ODR portal if unresolved.