exim routes held an Extra-ordinary General Meeting (EGM) on July 13, 2026, to approve the appointment of an independent director and modify its employee stock option scheme. The meeting, conducted via Video Conferencing, was chaired by Mr. Manish Goyal, Executive Director & CEO, with the requisite quorum present. The company sought shareholder approval for four special business items, including the ratification of its Pre-IPO ESOP Scheme and an expansion of the option pool.

Key Resolutions Approved

The shareholders passed four resolutions during the meeting. The first resolution, an ordinary resolution, approved the appointment of Mr. Shubham Khandelia (DIN: 10854834) as an Independent Director of the company. The remaining three items were passed as special resolutions.

The second resolution ratified the Pre-IPO ESOP Scheme, known as the Exim Routes ESOP Plan 2025. The third resolution approved the modification of this plan by increasing the Employee Stock Option Pool from 5,51,296 options to 15,00,000 options. The fourth resolution authorized the grant of options to employees of a subsidiary under the Exim Routes ESOP Plan 2025.

Meeting Proceedings

The EGM commenced at 03:00 PM IST and concluded at 3:28 PM IST. A total of eight members attended the meeting. Ms. Richa Anand, Company Secretary & Compliance Officer, managed the proceedings, ensuring compliance with Ministry of Corporate Affairs and Securities and Exchange Board of India circulars.

Mr. Anshul Bansal, Chief Financial Officer, briefed the members on the rationale behind the proposals, including the appointment of the Independent Director and the details of the Exim Routes ESOP Scheme 2025. The facility for remote e-voting was provided via National Securities Depository Limited, and e-voting remained open for 15 minutes after the meeting concluded.

Attendees

The following directors and key managerial personnel were present at the meeting:

Exim Routes Limited has scheduled its first Extra-Ordinary General Meeting (EGM) for July 13, 2026, to seek shareholder approval for the appointment of an independent director and the ratification and modification of its employee stock option plan. The company aims to increase the option pool under the Exim Routes ESOP Plan 2025 from 5,51,296 options to 15,00,000 options to support talent acquisition and retention.

The Board of Directors appointed Mr. Shubham Khandelía as an Additional Director in the capacity of Independent Director (Non-Executive) on May 08, 2026. The EGM will seek approval for his appointment for a first term of five consecutive years, ending on May 07, 2031. Mr. Khandelía is a Chartered Accountant with expertise in forecasting, business-case evaluations, and performance monitoring.

Shareholders will also vote on the ratification of the pre-IPO ESOP scheme, which was initially approved on May 23, 2025. Following the company's listing, regulatory compliance requires ratification of the scheme under the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 before any fresh grants are made.

The proposed modification involves increasing the maximum number of Employee Stock Options available for grant. This expansion is intended to provide greater flexibility for rewarding existing employees and attracting new talent. The company confirms that the modifications are not detrimental to the interests of employees or option holders.

Another resolution seeks approval to extend the ESOP benefits to eligible employees of existing and future subsidiary companies, whether based in India or outside India. This move aims to foster employee ownership across the group structure. The Board of Directors recommends all special resolutions for approval by the members.

The EGM will be held through Video Conferencing (VC) and Other Audio-Visual Means (OAVM). Remote e-voting will commence on July 10, 2026, at 09:00 A.M. and conclude on July 12, 2026, at 05:00 P.M. The cut-off date to determine shareholder eligibility is July 6, 2026.

Key Agenda Items for EGM

EGM Schedule