Key Resolution

  • Seeks shareholder approval via postal ballot (e-voting only) for the appointment of Ms. Avantika Singh Gautam (DIN: 08368772) as a Non-Executive Non-Independent Director.
  • The resolution is an Ordinary Resolution.

Director Appointment Details

  • Ms. Avantika Singh Gautam was appointed as an Additional Director by the Board of Directors effective August 4, 2026.
  • The shareholders are being asked to approve her appointment for a term of five consecutive years with effect from August 4, 2026.
  • She will be liable to retire by rotation in accordance with Section 152(6) of the Companies Act, 2013.
  • Her remuneration will consist of sitting fees for Board/Committee meetings and a profit-related commission within the statutory limit of 1% of net profits, as per Section 197 of the Companies Act, 2013.
  • She holds 21,74,120 equity shares (1.99% of the paid-up equity capital) in the company.

Director Profile & Disclosures

  • Age: 42 years (Date of Birth: January 13, 1984); Nationality: Indian.
  • Profile: An accomplished broadcast journalist and senior news anchor with over two decades of experience, having worked with India Today Group and Network18. She also has experience with Teach For India and holds a Master's degree in Global Leadership and Global Affairs from The Fletcher School at Tufts University.
  • Other Directorship: Holds a directorship in Rangoli Resorts Private Limited.
  • Relationship: She is the wife of Mr. Tushaar Gautam (Vice Chairman & Joint Managing Director) and the daughter-in-law of Mr. Rahul Gautam (Chairman and Managing Director) and Ms. Namita Gautam (Whole-time Director). She is part of the Promoter Group.
  • She has provided the necessary consent, disclosures, and confirmations required under the Companies Act, 2013, and SEBI LODR Regulations, confirming she is not disqualified from appointment.

E-Voting Process & Timeline

  • Cut-off Date for determining voting rights: August 14, 2026.
  • E-Voting Service Provider: MUFG Intime India Private Limited (MIIPL).
  • E-Voting Period: Commences at 10:00 AM (IST) on Friday, August 21, 2026, and ends at 5:00 PM (IST) on Saturday, September 19, 2026.
  • Scrutinizer: Mr. Amitabh (ICSI Membership No. 14190), Partner, AVA Associates, Company Secretaries, New Delhi, has been appointed to conduct the process.
  • The notice is being sent only via email to members whose email addresses are registered with the company or depositories.

Result Declaration

  • The scrutinizer will submit a report to the Chairman within 48 hours of the e-voting conclusion.
  • The results, along with the scrutinizer's report, will be placed on the company's website (www.sheelafoam.com) and communicated to the stock exchanges (BSE and NSE).
  • The resolution will be deemed passed on the last date of e-voting, i.e., September 19, 2026, if approved by the requisite majority.

Financial Impact

Financial impact not quantified in the disclosure. The appointment involves standard director remuneration (sitting fees and commission).

Capital Structure Impact

No impact on the capital structure disclosed. The appointee already holds a 1.99% stake in the company.

Governance Impact

The appointment strengthens the board by adding a director with media expertise and a next-generation perspective, supporting long-term leadership succession planning.