Key Resolution Details

Item No. 1: Approval of Related Party Transaction for Remuneration Payment

  • Resolution Type: Ordinary Resolution
  • Beneficiary: Mrs. Puja Poddar, President-HR and Administration, Senior Management Personnel
  • Relationship: Daughter-in-law of Mr. Suresh Kumar Poddar (Chairman and Managing Director & CEO, DIN:00022395) and Promoter of the Company
  • Remuneration Amount: Up to ₹5,00,000 (Five Lakh) per month inclusive of basic salary, perquisites, and other allowances/benefits
  • Legal Basis: Section 188(1)(f) of Companies Act, 2013 read with Rule 15 of Companies (Meetings of Board and its Powers) Rules, 2014
  • Approval Process: Recommended by Nomination and Remuneration Committee, Audit Committee, and Board of Directors on July 23, 2026

Voting Schedule

  • Cut-off Date: Friday, July 31, 2026 (members holding shares as on this date eligible to vote)
  • Remote E-voting Period: Saturday, August 08, 2026 (9:00 AM IST) to Sunday, September 06, 2026 (5:00 PM IST)
  • Result Declaration: On or before Tuesday, September 08, 2026

Voting Methodology

  • Remote e-voting through CDSL platform (www.evotingindia.com)
  • No physical documents sent to members as permitted by MCA circulars
  • Voting rights proportional to shareholding as on cut-off date
  • Scrutinizer: CS Mr. Manoj Maheshwari (FCS: 3355), with CS Ms. Priyanka Agarwal (FCS: 11138) as Alternate Scrutinizer

Background and Rationale

Mrs. Puja Poddar was appointed as President-HR and Administration and designated as Senior Management Personnel on March 02, 2026. The appointment aims to:

  • Increase gender diversity at senior management level
  • Provide strong, consistent leadership for HR Department amid frequent changes
  • Leverage her experience in color development and material innovation for synthetic leather and coated fabrics
  • Utilize her international engagement experience with global stakeholders including Mercedes-Benz

Qualifications and Experience

  • Bachelor of Commerce (B.Com) from Sydenham College of Commerce and Economics, Mumbai
  • Certified Health Coach from Institute for Integrative Nutrition (IIN), New York, USA
  • Previously worked with the company as Color Technologist with specialization in color development and material innovation
  • Experience in cross-functional collaboration across R&D, production, and quality teams

Financial Impact

Remuneration payment of up to ₹5 lakh per month will constitute operational expenditure. No other financial impact quantified in the disclosure.