Meeting Details

  • Type of Meeting: Postal Ballot through remote e-voting
  • Cut-off Date: Friday, 19th June 2026
  • Voting Period: Wednesday, 24th June 2026 at 10:00 AM IST to Thursday, 23rd July 2026 at 5:00 PM IST
  • Deemed Passing Date: Thursday, 23rd July 2026 (last date of e-voting)
  • Results Announcement: Friday, 24th July 2026

Proposed Resolutions and Implications

1. Special Resolution: Appointment of Mr. Nitin M. Kantak as Managing Director

  • DIN: 08029847
  • Tenure: 1 year from 3rd September 2026 to 2nd September 2027
  • Remuneration Details:
  • Basic Salary: ₹5,48,803 per month
  • House Rent Allowance: ₹1,42,997 per month
  • Other Allowances: ₹78,200 per month
  • Leave Encashment & Gratuity: As per company policies
  • Termination: Six months' notice required
  • Background: Mr. Kantak has 45+ years experience in fertilizer industry, previously served as Executive Director/Whole Time Director since September 2020
  • Financial Justification: Company may have inadequate profits during tenure, requiring shareholder approval under Schedule V of Companies Act

2. Ordinary Resolution: Appointment of Mr. Pramod Kumar Gupta as Non-Executive Non-Independent Director

  • DIN: 00064041
  • Appointment Date: 17th June 2026 (as Additional Director)
  • Remuneration: Sitting fees for board/committee meetings within approved limits
  • Qualifications: Chartered Accountant and Bachelor of Commerce from St. Xavier's College, Kolkata
  • Experience: 38+ years in finance and business leadership, currently Group CFO of Adventz Group since April 2026

Voting Process and Methods

  • E-voting Provider: Central Depository Services (India) Limited (CDSL)
  • Voting Rights: Proportional to shareholding as on cut-off date (19th June 2026)
  • Communication Mode: Notice sent only by email to registered shareholders
  • Physical Copies: Not being sent to members
  • Scrutinizer: Mr. Shivaram Bhat, Practicing Company Secretary (Membership No. FCS 10454, COP No. 7853)

Compliance References

  • Companies Act, 2013: Sections 108, 110, 196, 197, 198, 203, and other applicable provisions
  • SEBI LODR Regulations: Regulation 30 and 44
  • MCA Circulars: General Circular No. 14/2020, 17/2020, and latest General Circular No. 03/2025 dated 22nd September 2025
  • Companies Rules: Rule 20 and 22 of Companies (Management and Administration) Rules, 2014

Company Financial Context

  • Paid-up Capital: ₹42.06 crore (consistent for three years)
  • Financial Performance:
  • FY 2025-26: Profit After Tax ₹954.79 crore (includes discontinued operations revenue of ₹19.42 crore)
  • FY 2024-25: Loss After Tax ₹73.10 crore (revenue ₹47.80 crore from discontinued operations)
  • FY 2023-24: Profit After Tax ₹21.40 crore (revenue ₹83.00 crore from continuing operations)
  • Current Status: Sold Mahad Plant effective 30th September 2025, no manufacturing operations at present
  • Future Plans: Evaluating new business opportunities, monetizing assets including land parcels and investments

Document Availability

  • Company Website: www.zuari.in
  • Stock Exchange Websites: NSE (www.nseindia.com) and BSE (www.bseindia.com)
  • CDSL Website: www.evotingindia.com

Additional Information

  • RTA: MUFG Intime India Private Limited (formerly Link Intime India Private Limited)