Key Proposal

The single item for shareholder approval is the appointment of Mr. Martin Ansell (DIN: 11730141) as an Independent Director of the company via a Special Resolution.

Key Dates

  • Cut-off Date for Shareholder Eligibility: Friday, 17th July 2026
  • Remote E-voting Period Commences: Thursday, 23rd July 2026 (09:00 AM IST)
  • Remote E-voting Period Ends: Friday, 21st August 2026 (05:00 PM IST)
  • Result Declaration Date: On or before Tuesday, 25th August 2026

Director Appointment Details

  • Director Name: Mr. Martin Ansell
  • DIN: 11730141
  • IDDB Registration Number: IDDB-DI-IDDB-NR-202607-097722
  • Initial Appointment Date: Appointed as an Additional Director (Non-Executive, Independent) with effect from 22nd May 2026.
  • Proposed Term: 5 consecutive years, from 22nd May 2026 to 21st May 2031.
  • Nature of Directorship: Non-Executive, Independent Director, not liable to retire by rotation.
  • Shareholding: Mr. Martin Ansell does not hold any shares in the company.

Remuneration Details

  • Sitting Fees: Payable for attending Board and Committee meetings, as determined by the Nomination and Remuneration Committee (NRC) and Board.
  • Quarterly Commission: Approval is sought for a remuneration of an amount not exceeding ₹2,00,000 (Rupees Two Lakh only) per quarter.
  • Regulatory Context: This remuneration is payable notwithstanding any inadequacy or absence of profits and is in addition to sitting fees. The resolution explicitly states that this payment may be in excess of 1% of the net profit of the company computed under Section 198 of the Companies Act, 2013, and may result in aggregate managerial remuneration exceeding limits under Section 197 of the Act.

Voting Process

  • The postal ballot is being conducted entirely through electronic mode (remote e-voting); no physical documents are being dispatched.
  • The company has engaged National Securities Depository Limited (NSDL) to provide the remote e-voting facility.
  • The Scrutinizer appointed for the process is BP & Associates, Practising Company Secretaries, Chennai.
  • The notice was dispatched via email to all members whose email addresses were registered as of the cut-off date.
  • The notice is also available on the company's website (www.sspowergroup.com) and the websites of the stock exchanges.
  • The outcome will be published on the company's website, the NSDL website (www.evoting.nsdl.com), and intimated to the stock exchanges.

Director Profile & Rationale (As per Explanatory Statement)

  • Nationality: United Kingdom
  • Age: 70 years
  • Education: Graduate in BSc (Electrical Engineering)
  • Experience: Over four decades of international leadership experience in the energy sector, spanning entrepreneurial ventures, Fortune 500 executive leadership, strategic consultancy, and board-level governance.
  • Expertise: Energy Sector Strategy and Leadership, Board Advisory, Strategic Planning and Business Information, Business Development.
  • Other Directorships: Holds no directorships in other companies as of the date of the notice.
  • Declaration: Mr. Ansell has confirmed his independence as per Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of SEBI LODR. He is not disqualified under Section 164 of the Act and is not related to any other director or key managerial personnel of the company.

Financial Impact

The approval for remuneration has a direct financial impact, committing the company to a potential quarterly outflow of up to ₹2,00,000. The resolution waives the statutory limits under Sections 197 and 198 of the Companies Act, 2013 for this payment.