Crizac Limited has successfully concluded its postal ballot process, with shareholders demonstrating strong support for the company's employee stock option initiatives. The voting results, announced on March 23, 2026, show overwhelming approval for both special resolutions presented to shareholders.

Postal Ballot Overview

The postal ballot was conducted through remote e-voting from February 21, 2026, at 9:00 A.M. IST to March 22, 2026, at 5:00 P.M. IST. The company dispatched the postal ballot notice on February 19, 2026, to shareholders whose names appeared on the register as of the cut-off date of February 13, 2026. Central Depository Services (India) Limited (CDSL) served as the service provider for the electronic voting facility.

Voting Results Summary

Both special resolutions received substantial shareholder support, demonstrating confidence in the company's employee incentive strategies:

Detailed Voting Analysis

The first resolution concerning the "Approval and Ratification of Amended and Restated Crizac Employee Stock Option Plan 2026" received support from 103 members who cast 141728332 votes in favor, representing 98.15% of total valid votes. Only 22 members voted against the resolution with 2677584 votes, accounting for 1.85% of the total.

The second resolution for "Approval of Grant of Options to the Employees of Subsidiary as per Companies Act 2013 or its Associate Company" saw similar support levels. A total of 102 members voted in favor with 141728095 votes (98.15%), while 23 members opposed with 2677821 votes (1.85%).

Shareholder Participation by Category

The voting witnessed significant participation across different shareholder categories:

Category-wise Voting Pattern

The detailed breakdown reveals interesting voting patterns across different shareholder categories:

Scrutinizer's Report

CS Shalini Jain of Shalini Jain & Associates, appointed as the scrutinizer on January 28, 2026, conducted the voting process in compliance with the Companies Act, 2013, and relevant SEBI regulations. The scrutinizer's report, dated March 23, 2026, confirmed that both resolutions were passed with the requisite majority.

The voting results and scrutinizer's report have been displayed on the company's notice board at its registered office, corporate office, and on the company website at www.crizac.com , as well as on CDSL's website at evoting.cdslindia.com, ensuring transparency and regulatory compliance. The company has also submitted the results to both NSE and BSE as required under Regulation 44(3) of the Listing Regulations.

Crizac Limited has announced a postal ballot notice for seeking shareholder approval of its amended Employee Stock Option Plan 2026 (ESOP 2026) through remote e-voting. The company aims to expand its employee incentive program by significantly increasing the option pool size and extending benefits to a broader employee base.

Key Resolutions for Approval

The postal ballot seeks approval for two special resolutions that will reshape the company's employee stock option framework:

ESOP Pool Expansion Details

The most significant change proposed is the substantial increase in the ESOP pool size to accommodate the company's growth and talent retention strategy:

E-Voting Schedule and Process

The company has established a comprehensive timeline for the postal ballot process, ensuring adequate time for shareholder participation:

The postal ballot notice will be sent electronically to shareholders whose email addresses are registered with the company or depositories. Physical copies will not be distributed, in compliance with Ministry of Corporate Affairs circulars.

Expanded Employee Coverage

The amended ESOP 2026 plan extends benefits beyond the company's direct employees to include a wider range of eligible participants. The plan covers employees of subsidiary companies and associate companies, both present and future, incorporated in India or outside India, subject to the maximum permissible limit under the Companies Act 2013.

Eligible employees include designated company employees working in or outside India, directors (excluding independent directors), and employees of group companies. However, the plan excludes promoters, promoter group members, and directors holding more than 10.00% of the company's equity shares.

Vesting and Exercise Framework

The ESOP 2026 maintains a structured approach to option vesting and exercise:

• Vesting Period: Options vest after 3 years from the date of grant, or as determined by the Board
• Exercise Period: Maximum 60 days from the date of vesting for employed individuals
• Exercise Price: To be determined by the committee in accordance with SEBI regulations
• Implementation: Direct implementation by the company without trust involvement

Regulatory Compliance and Governance

Ms. Shalini Jain (Membership No. 50348, CP No. 19190), proprietor of M/s. Shalini Jain & Associates, Kolkata, has been appointed as the scrutinizer for conducting the postal ballot process. The appointment was made through a Board resolution dated January 28, 2026.

The company will follow fair value method for option valuation as prescribed under IND AS 102 on Share-based payments. The plan aligns with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, following the company's listing on BSE Limited and National Stock Exchange of India Limited on July 9, 2025.

Shareholders can access the complete postal ballot notice on the company's website at www.crizac.com and on the websites of stock exchanges where the company's shares are listed. The initiative reflects Crizac Limited's commitment to employee ownership culture and talent retention in its growth phase.

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