Emergent Industrial Solutions Limited has filed its compliance report with the Bombay Stock Exchange following the successful completion of postal ballot proceedings for three material related party transactions under SEBI LODR Regulation 44.

Compliance Filing Details

The company submitted its compliance report on March 31, 2026, through Compliance Officer Sabina Nagpal, confirming the passage of all three ordinary resolutions with requisite majority. The filing addressed material related party transactions under Regulation 23 of SEBI LODR Regulations, 2015.

Approved Related Party Transactions

Shareholders approved three material related party transactions involving international entities:

• Resolution 1: Transaction with Indo Resources DMCC, Dubai
• Resolution 2: Transaction with Indo International Trading FZCO, Dubai
• Resolution 3: Transaction with Indo Intertrade AG, Switzerland

All resolutions were structured as ordinary resolutions under SEBI LODR Regulation 23, with promoter and promoter group members abstaining from voting as interested parties.

Detailed Voting Results

The postal ballot demonstrated overwhelming support from public non-institutional investors across all three resolutions:

The overall voting participation was 0.5176% of total outstanding shares, with 33 members participating in the e-voting process. No invalid votes were recorded across any category.

Scrutinizer Report and Process

Scrutinizer Neeraj Sharma of Neeraj & Associates submitted his detailed report confirming the validity of the postal ballot process. The e-voting was conducted through National Securities Depository Limited (NSDL) platform from February 28, 2026, at 9:00 AM IST to March 29, 2026, at 5:00 PM IST.

The scrutinizer confirmed that all electronic data and relevant records would remain in safe custody until the Chairman approves and signs the minutes of the postal ballot proceedings. The postal ballot notice was sent exclusively through electronic mode to shareholders whose email addresses were registered as of the cut-off date.

Emergent Industrial Solutions Limited has issued a postal ballot notice dated 24th February 2026, seeking shareholder approval for material related party transactions worth ₹1,650 crores with three international entities for the financial year 2026-27. The company's board approved the postal ballot notice on 12th February 2026.

Proposed Related Party Transactions

The company seeks approval for three separate material related party transactions, all involving the purchase of raw materials including coal, coke, steel, iron ore, ferro alloys, oil, ores and minerals including manganese ore.

E-Voting Schedule and Process

The company has engaged National Securities Depository Limited (NSDL) to facilitate the remote e-voting process. The voting timeline has been structured as follows:

Regulatory Compliance and Rationale

Under Regulation 23 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, transactions exceeding ₹1,000 crores or 10% of annual consolidated turnover (whichever is lower) require prior shareholder approval through ordinary resolution. The proposed transactions represent 94.22%, 62.81%, and 50.25% of the company's annual consolidated turnover respectively.

The company justifies these transactions by stating that the related parties, by virtue of their procurement quantities, are better positioned to negotiate favorable rates and pricing from global suppliers and miners, making the transactions commercially beneficial.

Related Party Details and Previous Transactions

All three entities are related parties through Mr. Tarun Somani, a promoter of the company, who along with his relatives holds indirect shareholding in these entities. The transactions will be conducted at arm's length basis and in the ordinary course of business.

Corporate Governance Measures

The Audit Committee, consisting of majority independent directors, has unanimously approved these transactions after reviewing all necessary information. Mr. Neeraj Sharma, Practicing Company Secretary (CP No: 23057), has been appointed as scrutinizer for the postal ballot process.

As per regulatory requirements, related parties will not be permitted to vote on these resolutions. The company has confirmed that all transactions will be based on prevailing market prices, with alternative arm's length pricing methods where market prices are unavailable.

Source: None/Company/INE668L01013/6207d764-f908-4b60-957e-9095ae6bd6fb.pdf