Meeting Details

The resolution is being proposed through postal ballot without a physical meeting. The Board of Directors meeting approving this proposal was held on September 04, 2026. The e-voting process constitutes the method for obtaining shareholder approval.

Proposed Resolution and Implications

Item No. 1: Appointment of Dr. Rohini Tiwari as Non-Executive Independent Director

  • Resolution Type: Special Resolution
  • DIN: 11924749
  • Term: Five consecutive years from September 04, 2026 to September 03, 2031
  • Capacity: Non-Executive Independent Director, not liable to retire by rotation
  • Basis: Recommendation of Nomination and Remuneration Committee and Board approval on September 04, 2026
  • Requirements: Compliance with Sections 149, 150, 152, 161 of Companies Act, 2013 and SEBI Listing Regulations

Voting Process and Methods

The voting is being conducted exclusively through remote e-voting means:

  • E-voting period: September 19, 2026 (09:00 AM IST) to October 18, 2026 (05:00 PM IST)
  • Cut-off date: September 11, 2026 for determining eligible shareholders
  • Service provider: MUFG Intime India Private Limited (formerly Link Intime India Private Limited)
  • Voting methods: Multiple electronic methods provided for NSDL, CDSL, physical shareholders, and institutional investors
  • No physical ballots: Notice sent only through electronic mode to registered email addresses

Scrutinizer Appointment

  • Scrutinizer: M/s. Mehta & Mehta, Company Secretaries
  • Primary representative: Ms. Alifya Sapatwala (Membership No. A24091), Partner
  • Alternate representative: Ms. Namrata Tatiya (Membership No. F14215), Partner
  • Scrutinizer report deadline: On or before October 20, 2026

Compliance with Laws and Regulations

The postal ballot process complies with:

  • Sections 108 and 110 of Companies Act, 2013
  • Rule 20 and Rule 22 of Companies (Management and Administration) Rules, 2014
  • Multiple MCA Circulars (14/2020, 17/2020, 22/2020, 33/2020, 39/2020, 10/2021, 20/2021, 03/2022, 11/2022, 09/2023, 09/2024, 03/2025)
  • Secretarial Standard-2 on General Meetings
  • Regulation 44 of SEBI Listing Regulations
  • SEBI Master Circular HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026

Director Profile and Qualifications

Dr. Rohini Tiwari (DIN: 11924749)

  • Date of Birth: March 24, 1973
  • Nationality: Indian
  • Qualifications: Ph.D. in Food Science and Nutrition, M.Sc. and B.Sc. in Food Technology, Post Graduate Diploma in Psychological Counselling, Post Graduate Diploma in Public Relations
  • Experience: Food Technologist, Consultant Nutritionist with industry experience at Hindustan Coca-Cola Beverages Pvt. Ltd. and Chief Clinical Nutritionist at Ganga Hospital, Coimbatore
  • Current roles: Independent consultant, visiting faculty at multiple institutions, technical peer reviewer for AIFPA
  • Shareholding: Nil in Manorama Industries
  • Remuneration: Sitting fees only for board/committee meetings
  • Other directorships: None in listed entities

Result Declaration Timeline

  • Result declaration: On or before October 20, 2026
  • Result publication: Company website (https://manoramagroup.co.in/investors-company-announcements#postal_ballots) and MUFG website (https://instavote.linkIntime.co.in)
  • Exchange intimation: Simultaneous forwarding to BSE and NSE
  • Form filings: MGT-14 and DIR-12 to be filed on or before November 16, 2026
  • Minutes signing: On or before November 16, 2026

Additional Information

  • Company CIN: L15142MH2005PLC243687
  • Material documents: Available for electronic inspection upon request to cs@manoramagroup.co.in with PAN attachment
  • Helpdesk contacts: Provided for technical issues with e-voting through various channels