GHCL Textiles Limited has circulated a notice for a postal ballot to seek shareholder approval for the introduction of the GHCL Textiles Employees Stock Option Scheme 2026 (ESOS 2026). The scheme aims to attract, retain, and motivate employees by aligning their interests with long-term shareholder value through equity-linked compensation. The proposed plan involves the issuance of fresh equity shares upon exercise of options, with no secondary acquisition or trust involvement.

The Board of Directors approved the scheme on July 30, 2026, recommending it for shareholder consent via special resolution under Section 62(1)(b) of the Companies Act, 2013 and Regulation 6 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. The company engaged Central Depository Services (India) Limited (CDSL) to facilitate remote e-voting, ensuring compliance with Ministry of Corporate Affairs (MCA) circulars and SEBI Listing Regulations.

Scheme Details

The ESOS 2026 allows for the grant of up to 45,00,000 stock options, exercisable into an equivalent number of equity shares with a face value of ₹2 each. This ceiling represents approximately 4.70% of the paid-up equity share capital as of March 31, 2026. The scheme excludes promoters, independent directors, and directors holding more than 10% of outstanding equity shares.

Eligible participants include permanent employees working in India or abroad and whole-time directors. The Nomination and Remuneration Committee will determine eligibility based on service length, responsibility level, salary cost, and performance appraisals. Options must vest no earlier than one year from the grant date, subject to performance parameters set by the committee. In cases of death or permanent incapacity, unvested options vest immediately under Regulation 9(4) of the SEBI (SBEB & SE) Regulations.

Voting Process and Timeline

Shareholders whose names appear in the Register of Members or List of Beneficial Owners as of the cut-off date, Friday, August 07, 2026, are eligible to vote. The remote e-voting period commences on Wednesday, August 12, 2026, at 09:00 a.m. (IST) and concludes on Thursday, September 10, 2026, at 05:00 p.m. (IST). If approved by the requisite majority, the resolution will be deemed passed on September 10, 2026.

Mr. Manoj R. Hurkat, Practicing Company Secretary, has been appointed as the Scrutinizer to ensure a fair and transparent voting process. The results will be declared on or before Saturday, September 12, 2026, at the company’s corporate office in Noida. Individual demat holders can vote directly through their depository accounts (CDSL/NSDL) without separate registration, enhancing accessibility.

What the Numbers Show

The proposal to allocate 4.70% of the paid-up equity capital to employee incentives signals a strategic focus on human capital retention post-demerger. Since becoming a standalone entity effective April 1, 2023, following the demerger of the Spinning Division from GHCL Limited, the company has not had an active stock option scheme. Introducing ESOS 2026 aligns with standard practices for listed entities seeking to tie executive and employee compensation to market performance, using the Fair Value method for accounting as per Ind AS 102.

GHCL Textiles Limited will host a physical meeting with analysts and institutional investors on August 12, 2026. The management team is set to engage with market participants through both group discussions and one-to-one interactions at the Go India Advisor Office in Mumbai’s Bandra Kurla Complex (BKC). This disclosure provides investors with clarity on the company’s engagement schedule, allowing stakeholders to plan their participation ahead of the event.

The intimation was issued pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Lalit Narayan Dwivedi, Company Secretary and Compliance Officer of GHCL Textiles Limited, signed the communication dated August 7, 2026. The notice was submitted to both the National Stock Exchange of India Limited and the Bombay Stock Exchange.

The company emphasized that no unpublished price-sensitive information will be shared during the proceedings. As per standard regulatory compliance, all communications made during the meet will be subject to public disclosure if they contain material information. The schedule remains subject to change due to exigencies on the part of the investor, analyst, or the company.

Meeting Details

The event is structured to facilitate direct dialogue between the company’s representatives and financial analysts. The venue, located within the Godrej complex in BKC, serves as a common hub for such investor relations activities in Mumbai. Participants are advised to register or confirm their attendance directly with the advisors or the company’s investor relations desk prior to the date.

Regulatory Compliance

GHCL Textiles Limited has ensured that this disclosure aligns with the mandatory requirements under SEBI LODR Regulations. The notice confirms that the interaction is purely informational and strategic, aimed at updating analysts on the company’s performance and outlook without breaching insider trading norms. A copy of this communication is also available on the company’s official website, www.ghcltextiles.co.in , for wider dissemination among shareholders and interested parties.