Damodar Industries Limited's board of directors convened on March 17, 2026, from 01:30 P.M. to 03:15 P.M., approving several crucial appointments and corporate governance matters. The meeting outcomes demonstrate the company's commitment to strengthening its leadership structure and ensuring regulatory compliance.

Key Board Appointments

The board approved two significant appointments that will enhance the company's governance framework and operational capabilities.

Independent Director Appointment

Mr. Nayak brings substantial expertise in banking operations management, retail banking, RBI compliances, and cash management. His professional background includes leadership roles with prominent financial institutions including YES BANK, Axis Bank, HDFC Bank, and Syndicate Bank. During his tenure as Group Executive Vice President & Country Head – Cash Operations at YES BANK (2015–2019), he led nationwide cash operations and ATM network management while ensuring strict adherence to Reserve Bank of India guidelines.

Company Secretary and Compliance Officer

Mr. Shukla holds qualifications as a Company Secretary from the Institute of Company Secretaries of India (2010), complemented by an MBA in Marketing & HR from BU, Bhopal (2004). His expertise encompasses corporate law, listing regulations, and statutory compliance across multiple organizations.

Postal Ballot and Governance Matters

The board addressed several administrative and compliance requirements to facilitate upcoming shareholder decisions:

• E-Voting Infrastructure: Appointment of e-voting agency for providing electronic voting facility and related services
• Documentation: Approval of draft Notice of Postal Ballot
• Eligibility Framework: Fixed cut-off date to determine shareholder eligibility for postal ballot notice and voting rights
• Process Authorization: Authorized non-independent director to conduct postal ballot process and distribute notices to eligible members
• Scrutinizer Appointment: Designated Vishal N Manseta, Practicing Company Secretary, as scrutinizer for the postal ballot process

Additional Board Decisions

The meeting also covered operational and regulatory compliance matters:

• Cost Audit Approval: The board reviewed and approved the cost audit report for financial year 2024-2025
• Regulatory Compliance: All appointments and processes align with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Professional Backgrounds

Both appointees bring complementary expertise to strengthen the company's governance structure. Mr. Nayak's extensive banking experience spans over four decades, including significant contributions to currency chest establishment, ATM network expansion, and Cheque Truncation System implementation. His educational background includes a B.com degree from University of Mumbai and Post Graduate Diploma in Management from St. Xavier's College, Mumbai.

Mr. Shukla's professional journey encompasses corporate compliance, governance, and administration across various organizations including SNSR Digital & Logistics Private Limited, Rammaica India Limited, and Max Flex & Imaging Systems Limited. His decade-long experience in secretarial and compliance functions positions him well for his new role.

These strategic appointments reflect Damodar Industries Limited's focus on enhancing corporate governance standards and operational excellence while maintaining regulatory compliance across all business activities.

Damodar Industries Limited has issued a comprehensive postal ballot notice dated February 26, 2026, seeking shareholder approval for director remuneration revisions and key leadership appointments. The textile manufacturing company will conduct the voting process entirely through electronic mode, with the e-voting period scheduled from March 2 to March 31, 2026.

Postal Ballot Resolutions

The company has proposed three special resolutions for shareholder consideration, all requiring approval through the postal ballot process:

Director Remuneration Details

The proposed remuneration revisions effective from April 1, 2026, establish new compensation structures for the leadership team:

All directors will be eligible for performance-based annual incentives up to 50% of their base salary, along with comprehensive benefits including medical coverage, provident fund contributions, gratuity, and other perquisites.

E-voting Process and Timeline

The company has appointed MUFG Intime India Private Limited (formerly Link Intime India Private Limited) as the e-voting service provider. The electronic voting framework includes:

Chairman Re-appointment Significance

Arunkumar Biyani's re-appointment as Chairman and Whole-time Director represents a crucial leadership continuity decision. At seventy years of age, his reappointment for a three-year term from April 1, 2026, to March 31, 2029, requires special shareholder approval under SEBI regulations. His extensive expertise in financial management, project advisory, and financing arrangements continues to be vital for the company's operations.

Compliance and Governance Framework

The postal ballot process adheres to multiple regulatory requirements, including provisions under the Companies Act 2013, SEBI Listing Regulations, and various MCA circulars. The company has confirmed compliance with all necessary regulatory frameworks, ensuring transparent and fair voting procedures for shareholders.

Damodar Industries Limited operates in the textile sector with activities spanning spinning, fancy roving injection, and weaving, maintaining its registered office in Mumbai and manufacturing facility in Maharashtra's MIDC Amravati industrial area.

Source: None/Company/INE497D01022/874836b2-915a-494c-b75e-8ea46c995229.pdf