Ashima Limited has secured shareholder approval to appoint Mr. Malay Jayendra Dalal as an Independent Director and to ratify a related party transaction involving its wholly owned subsidiary, Ashima Capital Management Limited. The resolutions were passed via a postal ballot conducted through remote e-voting, which concluded on June 27, 2026. The appointment of Mr. Dalal received overwhelming support, while the related party transaction was also approved with the requisite majority.

The postal ballot process was overseen by Tapan Shah, a practicing Company Secretary appointed as the Scrutinizer. The e-voting period commenced on May 29, 2026, and concluded on June 27, 2026. A total of 40,924 shareholders were eligible to vote as on the record date of May 22, 2026. The Scrutinizer's report confirmed that the votes were unblocked and witnessed by two independent individuals, Ms. Saniya Vadavariya and Ms. Sakshi Chechani, following the conclusion of the voting period.

The special resolution to appoint Mr. Malay Jayendra Dalal (DIN: 01896746) was passed with 99.94% of the valid votes in favour. A total of 141,787,758 votes were polled, with 141,703,116 votes in favour and 84,642 votes against. There were no invalid votes recorded for this resolution. The high participation from the Promoter and Promoter Group, who held 140,842,835 shares, contributed significantly to the outcome.

Shareholders also approved an ordinary resolution regarding a related party transaction between Saumya Construction Private Limited and Ashima Capital Management Limited. This resolution required approval as it involved related parties. Consequently, 140,842,835 votes from the Promoter and Promoter Group and 128,376 votes from relatives of directors or promoters were treated as invalid. Of the valid votes, 810,922 were cast in favour and 5,625 against, representing 99.31% and 0.69% of the total valid votes respectively.

Voting Results Summary

The company submitted the voting results and the Scrutinizer's report to the BSE Limited and the National Stock Exchange of India Ltd on June 29, 2026. The report was issued in compliance with Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Section 110 of the Companies Act, 2013.

Ashima Limited has submitted the newspaper advertisement for its postal ballot notice to the stock exchanges, confirming the publication in Western Times on May 28, 2026. The notice seeks shareholder approval for the appointment of an Independent Director and a related party transaction involving its subsidiary. The resolutions will be decided through remote e-voting, with the voting period scheduled from May 29, 2026, to June 27, 2026.

Appointment of Independent Director

The company proposes the appointment of Mr. Malay Jayendra Dalal (DIN: 01896746) as an Independent Director for a term of five consecutive years, commencing from May 1, 2026, to April 30, 2031. Mr. Dalal, a Fellow Chartered Accountant with over 35 years of experience, was initially appointed as an Additional Director on May 1, 2026. The Nomination and Remuneration Committee and the Board of Directors have recommended his appointment. The resolution requires approval as a Special Resolution.

Related Party Transaction Approval

Shareholders are also requested to approve a related party transaction between Ashima Capital Management Limited (ACML), a wholly owned subsidiary of Ashima Limited, and Saumya Construction Private Limited. The transaction involves the provision of Portfolio Management Services. The company seeks approval to enhance the aggregate value of these transactions to not exceeding ₹6.50 crore per year for the financial years 2026-27, 2027-28, and 2028-29. This supersedes the earlier approval of ₹6.00 crore per year. The Audit Committee reviewed and approved the incremental amount on May 23, 2026, noting that the transactions will be on an arm's length basis.

Key Dates and Voting Details

The cut-off date for determining shareholder eligibility for the postal ballot is May 22, 2026. The remote e-voting facility, provided by CDSL, will be available from 9:00 a.m. on May 29, 2026, until 5:00 p.m. on June 27, 2026. Mr. Tapan Shah, Practicing Company Secretary, has been appointed as the Scrutinizer to oversee the voting process. The results of the postal ballot will be declared within two working days after the conclusion of e-voting.

Director and Key Managerial Personnel Interests

Mr. Malay Jayendra Dalal is interested in the resolution regarding his appointment. Regarding the related party transaction, Mr. Chintan Navnitlal Parikh (DIN: 00155225) and Mr. Krishnachintan Chintan Parikh (DIN: 07208067) have declared their interest. No other Directors or Key Managerial Personnel are interested in the resolutions, except to the extent of their shareholding in the company.