Key Resolution

Item No. 1: Appointment of G. P. Kundargi (DIN: 02256516) as Non-Executive Director

  • Proposed as an Ordinary Resolution
  • Appointment effective from 12 November 2026
  • Liability to retire by rotation
  • Entitled to receive remuneration/fees/commission as permitted for Non-Executive Directors under Companies Act and SEBI Listing Regulations
  • Management authorized to implement the resolution

Director Background

G. P. Kundargi Profile:

  • Date of Birth: 15 August 1956 (70 years)
  • Qualifications: B.Sc. (Chemistry), M.Tech in Mineral Processing
  • Expertise: Metal Mining, Mineral Processing, Research & Technical Operations, Mine Safety, Projects
  • Experience: Former Chairman and Managing Director of MOIL Limited (Manganese Ore India Limited) from 27 October 1999 to 31 August 2016
  • Current Directorships: Nava Limited, Hira Electro Smelters Limited, Royal Sandur Metals Private Limited, Lohagiri Industrials Private Limited, Royal Sandur Hospitality Private Limited
  • Committee Memberships: Serves on Stakeholders Relationship Committee, Nomination and Remuneration Committee, and Audit Committee across various companies
  • Shareholding in Company: Nil
  • Previous remuneration: Profit related commission - ₹25 lakh, Sitting fees - ₹6.50 lakh

Historical Context

  • First appointed as Additional Director (Independent) on 12 November 2016
  • Regularized by shareholders at 63rd AGM on 26 September 2017 for five-year term until 11 November 2021
  • Re-appointed for second term at 67th AGM on 22 September 2021 until 11 November 2026
  • Completes second term as Independent Director on 11 November 2026
  • Cannot be reappointed as Independent Director due to cooling-off period requirement under Section 149(11) of Companies Act

Voting Details

Cut-off Date: Friday, 30 October 2026

Remote E-voting Period: Commences 9:00 AM IST on Monday, 9 November 2026 and ends 5:00 PM IST on Tuesday, 8 December 2026

Voting Service Provider: National Securities Depository Limited (NSDL)

Scrutinizer: T. Sathya Prasad Yadav, Practicing Advocate

Result Declaration: On or before Thursday, 10 December 2026

Document Availability

  • Company website: www.sandurgroup.com
  • NSDL website: www.evoting.nsdl.com
  • Stock exchange websites: BSE (www.bseindia.com) and NSE (www.nseindia.com)
  • Advertisement in English and Kannada newspapers

Financial Impact

No specific financial impact quantified in the disclosure. Director will receive standard non-executive director remuneration as approved by the Board.

Governance Aspects

  • Recommendation by Nomination and Remuneration Committee
  • Board approval obtained on 3 November 2026
  • Director confirmed not debarred from directorship under SEBI orders
  • Not disqualified under Section 164 of Companies Act
  • No inter-se relationship with other Directors and Key Managerial Personnel