Ester Industries Limited has successfully concluded its postal ballot process, with shareholders approving all five resolutions through remote e-voting. The company announced the results on 24th March 2026, following the completion of the voting period that commenced on 20th February 2026 and ended on 21st March 2026.

Postal Ballot Overview

The postal ballot was conducted in compliance with Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The e-voting facility was provided through National Securities Depository Limited, with the voting period running from 9:00 A.M. (IST) on Friday, 20th February 2026 to 5:00 P.M. (IST) on Saturday, 21st March 2026.

Key Resolutions Approved

Special Resolutions

Two special resolutions were passed with overwhelming support from shareholders:

Resolution 1: Re-appointment of Mr. Arvind Singhania (DIN: 00934017) as Managing Director received 8160460 votes in favour (99.44%) against 45660 votes (0.56%).

Resolution 2: Re-appointment of Mr. Pradeep Kumar Rustagi (DIN: 00879345) as Whole-Time Director garnered 66276284 votes in favour (99.98%) with only 11519 votes against (0.02%).

Ordinary Resolutions

Three ordinary resolutions related to material related party transactions were also approved:

Voting Participation Details

The postal ballot saw participation from different categories of shareholders, with a total of 97586191 shares eligible for voting. The overall voting turnout was 8.41% of outstanding shares, with 8206120 total votes polled across all resolutions.

Scrutinizer's Confirmation

Akash Jain, Practicing Company Secretary with Membership Number FCS 9617, served as the scrutinizer for the postal ballot process. His report confirmed that all resolutions were passed with the requisite majority, with votes of related parties excluded in compliance with the Companies Act, 2013 and SEBI (LODR) Regulations. The scrutinizer's report was signed by Company Secretary Poornima Gupta (Membership No.: A49876) and countersigned by Chairman & CEO Arvind Singhania.

The voting results and scrutinizer's report are available on the company's website at www.esterindustries.com , as well as on the websites of BSE ( www.bseindia.com ), NSE ( www.nseindia.com ), and NSDL ( www.evoting.nsdl.com ). The successful completion of the postal ballot enables the company to proceed with the approved appointments and related party transactions as outlined in the resolutions.

Ester Industries has received formal regulatory intimation from Fenton Investments Private Limited regarding the proposed acquisition of 84000 equity shares representing 0.08% voting rights from promoter group member Ayush Vardhan Singhania. The transaction forms part of the dual inter-se transfer arrangements within the promoter group announced on March 18, 2026.

Fenton Investments Acquisition Details

Fenton Investments Private Limited has submitted advance intimation to BSE and NSE exchanges under Regulation 10(5) of SEBI Takeover Regulations for acquiring shares through inter-se transfer:

Pricing and Market Reference

The acquisition price will not exceed 25% above the 60-day volume weighted average market price recorded on NSE, which stands at ₹100.44 per equity share. This pricing mechanism ensures compliance with SEBI regulations while facilitating the promoter group restructuring.

Shareholding Impact Analysis

The transaction will result in changes to individual shareholdings within the promoter group while maintaining overall group strength at 62.71%:

Promoter Group Structure

The broader promoter group includes major stakeholders with Wilemina Finance Corporation holding the largest stake at 49318012 shares (50.54%), followed by MOVI Limited with 7704645 shares (7.90%), and MODI Rubber Limited holding 2629019 shares (2.69%).

Regulatory Compliance Framework

Fenton Investments Private Limited, incorporated as CIN U65990DL1990PTC266241, has confirmed compliance with all SEBI Takeover Regulations requirements. The company has declared adherence to disclosure norms under Chapter V and confirmed that acquisition conditions under Regulation 10(1)(a) have been duly met.

The transaction represents a strategic internal reorganization within Ester Industries' promoter group, facilitating optimal shareholding distribution while maintaining regulatory compliance and overall group control at current levels.