Meeting Details

This is a postal ballot process, not a physical meeting. The voting is conducted entirely through remote e-voting. The cut-off date for determining shareholder eligibility is Tuesday, September 22, 2026.

Proposed Resolution

A single Ordinary Resolution is proposed for shareholder approval:

  • Item No. 1: To appoint Mr. Ajay Shriram Patil (DIN: 01217000) as an Independent Director of the Company for a term of five consecutive years, from August 15, 2026, to August 14, 2031. He was initially appointed as an Additional Director by the Board on August 14, 2026, effective August 15, 2026, pursuant to Section 161(1) of the Companies Act, 2013.

Voting Process and Methods

The voting will be conducted solely through remote e-voting (electronic means). No physical ballot forms are being circulated. The company has engaged National Securities Depository Limited (NSDL) to provide the e-voting facility.

  • Voting Period: Commences at 9:00 AM (IST) on Monday, September 28, 2026, and ends at 5:00 PM (IST) on Tuesday, October 27, 2026.
  • Eligibility: Members whose names are recorded in the Register of Members or the Register of Beneficial Owners as of the cut-off date (September 22, 2026) are eligible to vote.
  • Communication: The notice and voting instructions are being sent only electronically to members with registered email addresses.

Scrutinizer Appointment

The Board of Directors has appointed Mr. Akshay G (Membership No. F10967, CP No. 15584) or, failing him, Mr. Natesh Kalidevapur (Membership No. FCS 6835, CP No. 7277), partners of M/s. Govindraj Akshay & Associates, Practicing Company Secretaries, as the Scrutinizer to conduct the postal ballot process in a fair and transparent manner.

Result Declaration and Compliance

The results of the postal ballot, along with the Scrutinizer's report, will be declared not later than 48 hours after the conclusion of the e-voting period (i.e., after 5:00 PM on October 27, 2026).

  • The results will be communicated to BSE Limited (Scrip Code: 500210) and the National Stock Exchange of India Limited (Scrip Symbol: INGERRAND EQ).
  • The results will also be displayed on the company's website (https://www.irco.com/en-in/invest) and on NSDL's website (https://www.evoting.nsdl.com).
  • The resolution is deemed passed on the last date of e-voting (October 27, 2026) if approved by the requisite majority.

The company confirms compliance with the provisions of Section 108, 110, and other applicable provisions of the Companies Act, 2013, the Companies (Management and Administration) Rules, 2014, SEBI LODR Regulations (including Regulation 44), and relevant MCA circulars.

Director Profile and Rationale

Mr. Ajay Shriram Patil (DIN: 01217000), aged 62, is a Cost and Management Accountant (CMA) and holds a Master's degree in Commerce. His profile includes over 36 years of leadership experience in multinational industrial and manufacturing organizations like Cummins, Honeywell, and Eaton. He previously served as Group CFO at Cummins India Ltd. and is currently the Global Chief Financial Officer of RSB Transmission (India) Ltd. He is also an Independent Director on the board of KSH International Limited. The Board recommends his appointment, citing his expertise in strategic thinking, corporate governance, risk management, and ESG, which will benefit the company. He holds no shares in the company and is not related to any other directors or key managerial personnel. His remuneration will be in the form of a fixed commission (within 1% of net profits) and sitting fees for meetings.