Frontier Warehousing Limited has acquired a 42.80% stake in Kesoram Industries , becoming the company’s new promoter. The off-market transfer of 13,29,69,279 equity shares was finalized on September 11, 2026, pursuant to a Share Purchase Agreement dated December 4, 2025.

The acquisition marks a significant shift in control for the textile and engineering conglomerate. Frontier Warehousing’s shareholding increased from 0.03% (84,525 shares) to 42.83% (13,30,53,804 shares). Consequently, the existing promoter group, led by Manav Investment & Trading Company Limited and other Birla Group entities, has been reclassified from 'Promoter/Promoter Group' to the 'Public' category under Regulation 31A of the SEBI LODR Regulations.

Board Changes and Management Restructuring

The Board of Directors held a meeting on September 12, 2026, to approve several key managerial and directorial appointments alongside the exit of existing board members. The resignations were recorded due to the cessation of control by the previous promoters.

Resignations

Three directors resigned with effect from the end of business hours on September 12, 2026:

• Ms. Jikyeong Kang (Non-Executive Director)
• Mrs. Mangala Radhakrishnan Prabhu (Non-Executive Independent Director)
• Mr. Satish Narain Jajoo (Non-Executive Independent Director)

New Appointments

The board appointed new leadership to align with the change in ownership:

• Gautam Agarwalla was appointed as Additional Director & Managing Director for five years, subject to shareholder approval. He holds a degree in Finance, Marketing, and Economics from Wharton Business School and has been associated with the warehousing business since 1996.
• Amit Agarwalla, brother of Gautam Agarwalla, was appointed as Additional Non-Executive Director for five years, subject to shareholder approval.
• Three new Independent Directors were appointed: Charu Rajgharia, Himanshu Ranjan, and Aninda Chatterjee. Their appointments are subject to members’ approval.
• Nikita Rateria was appointed as Company Secretary and Compliance Officer effective September 12, 2026.

Promoter Reclassification Details

The former promoter group, which collectively held 43.34% (13,46,50,683 shares) prior to the transaction, now holds only 0.54% (16,81,404 shares). The entities seeking reclassification include Manav Investment & Trading Company Limited, Pilani Investment and Industries Corporation Limited, Aditya Birla Real Estate Limited, and various trusts and educational institutions associated with the Birla Group.

The reclassification confirms that the former promoters no longer exercise control over the company’s affairs and hold less than 10% of the total voting rights. The registered office of Kesoram Industries is also being shifted within Kolkata to East India House, 20B Abdul Hamid Street.

Kesoram Industries Limited has declared the voting results for its 107th Annual General Meeting (AGM) held on August 18, 2026. The company confirmed that all three resolutions placed before shareholders were passed with the requisite majority. The meeting was conducted via video conferencing in compliance with Ministry of Corporate Affairs and SEBI guidelines.

The primary agenda items included the adoption of the standalone and consolidated financial statements for the fiscal year ended March 31, 2026, along with the reports of the Board of Directors and statutory auditors. Additionally, shareholders voted to reappoint Jikyeong Kong, who was retiring by rotation, and Mrs. Mangala Radhakrishna Prabhu as an Independent Director through a special resolution.

Voting Results

The voting results were scrutinized by Ms. Ritu Bajaj of RP & Associates and transmitted to the Bombay Stock Exchange, National Stock Exchange of India Ltd., and The Calcutta Stock Exchange Ltd. A total of 144,051,755 votes were polled out of 310,663,663 shares held by shareholders on the record date, representing a 46.37% turnout.

The promoter group, holding 134,650,683 shares (43.34% of total shares), voted 100% in favour of all three resolutions. Public non-institutional shareholders, holding 163,425,792 shares, showed varying levels of dissent, particularly against the reappointment of Independent Director Mangala Radhakrishna Prabhu, where 3.03% of polled votes were against the resolution.

Meeting Proceedings

Satish Narain Jajoo, Non-Executive Chairman, presided over the meeting, which began at 11:30 am and concluded at 12:30 pm. He confirmed that the requisite quorum was present and that the notice convening the meeting, along with the directors’ report and auditor’s reports, were taken as read.

All resolutions were put to vote using the remote e-voting facility provided by the company from August 14, 2026, at 9:00 am to August 17, 2026, at 5:00 pm. Members who had not voted remotely were allowed to cast their votes during the meeting and for 15 minutes after its conclusion.

Key Attendees

The following directors and key managerial personnel attended the virtual meeting:

• Satish Narain Jajoo, Non-Executive Chairman
• Jikyeong Kong, Non-Executive Director
• Mangala Radhakrishna Prabhu, Independent Director
• J K Agarwal, Independent Director
• Rishi Bajoria, Non-Executive Independent Director
• Snehaa Shaw, Company Secretary

Statutory auditors M/s. Walker Chandiok & Co. LLP, represented by Partner Dhiraj Kumar, and Secretarial Auditor RP & Associates, represented by Ms. Ritu Bajaj, also participated. A total of 98 members attended the meeting via video conferencing.