Nature of the Event

Regulatory filing for a postal ballot seeking shareholder approval for the change in designation and appointment of Mr. Amitabh Jaipuria as Senior Executive Director, Whole-time Director, and Key Managerial Personnel.

Key Quantitative Figures

  • Fixed Salary Proposed: ₹1,50,00,000 per annum (Rupees One Crore and Fifty Lakhs Only)
  • Tenure: Three years plus extension as mutually agreed, effective from April 1, 2026
  • Cut-off Date for Voting Rights: Friday, May 22, 2026

Dates of Action

  • Board Meeting Date: March 30, 2026 (approved the proposal)
  • Remote E-Voting Commencement: 9:00 AM IST on Wednesday, May 27, 2026
  • Remote E-Voting End: 5:00 PM IST on Thursday, June 25, 2026
  • Result Declaration: On or before Friday, June 26, 2026
  • Deemed Date of Resolution Passage: Thursday, June 25, 2026 (if approved)

Parties Involved

  • Subject of Resolution: Mr. Amitabh Jaipuria (DIN: 01864871)
  • Scrutinizer Appointed: M/s. Alagar & Associates LLP, Practicing Company Secretaries, Chennai (Firm Registration No: L2025TN019200)
  • E-Voting Service Provider: National Securities Depositories Limited (NSDL)
  • Registrar & Share Transfer Agent (RTA): MUFG Intime India Private Limited (Formerly Link Intime India Private Limited)
  • Compliance Officer: Ms. Sandhya Saravanan, Company Secretary & Compliance Officer (Membership No. A66942)

Purpose or Rationale

The Board of Directors, based on the recommendation of the Nomination and Remuneration Committee, believes Mr. Jaipuria's appointment as Senior Executive Director and Whole-time Director will be beneficial to the company given his rich experience, expertise, and deep understanding of business operations.

Financial Impact

The proposed remuneration is quantified at ₹1.50 crore per annum as fixed salary. Other benefits include a variable pay scheme to be mutually agreed upon, potential deal commission for M&A transactions (subject to separate contract), and perquisites as per company policy.

Capital Structure Impact

No direct impact on share capital or capital structure disclosed. Mr. Jaipuria holds nil shares in the company as of March 31, 2026.

Additional Director Information

  • Date of Birth: May 15, 1966 (Age: 60 years)
  • First Appointment: March 4, 2023 (as Additional Executive Director)
  • Qualifications: BSc in Physics (Bombay University), PGDBM in Management (XLRI)
  • Experience: Over 37 years with leadership roles including CEO, Managing Director, and President
  • Current Committee Memberships: Risk Management Committee (Member), IPO Committee (Member)
  • Board Meeting Attendance: 7 out of 7 meetings attended
  • Other Directorships: None in listed/public companies

Voting Process Details

The postal ballot is conducted exclusively through remote e-voting via NSDL. The notice is sent electronically to all members whose email addresses are registered as of the cut-off date (May 22, 2026). Detailed instructions for e-voting are provided for shareholders holding shares in both demat and physical form.

Inspection of Documents

The documents referred to in the notice are available for inspection at the Registered Office (1st Floor, No. 42, Gandhi Mandapam Road, Kotturpuram, Chennai – 600085) between 3 PM to 5 PM on all days except Saturdays, Sundays, and National Holidays until the last date of remote e-voting (June 25, 2026).