Indo Borax & Chemicals Limited has successfully completed its postal ballot process, with shareholders approving all eight proposed resolutions through remote e-voting. The voting process concluded on April 15, 2026, demonstrating strong shareholder support for the company's board restructuring initiatives.

Postal Ballot Process Overview

The remote e-voting commenced on March 17, 2026, at 9:00 AM and concluded on April 15, 2026, at 5:00 PM. The company utilized MUFG Intime India Private Limited as the e-voting service provider, with CS Mannish L. Ghia of Manish Ghia & Associates serving as the scrutinizer.

Key Management Appointments

The most significant resolutions involved the appointment of key executive positions. Suresh Kalra (DIN: 02833715) was appointed as both Director and Managing Director & Chief Executive Officer through separate resolutions. His appointment as Director received 99.9997% approval with 16,763,402 votes in favor, while his appointment as Managing Director & CEO garnered 99.29% support with 16,645,231 favorable votes.

Harsh Malhotra (DIN: 10785742) was appointed as both Director and Executive Director, with both resolutions receiving identical support of 99.29% approval and 16,644,981 votes in favor.

Board Composition Changes

Shareholders approved the appointment of Sunil Malhotra (DIN: 00361641) as Non-Executive Non-Independent Director with overwhelming support of 99.9997%, receiving 16,763,152 favorable votes.

Independent Director Appointments

Three new independent directors were appointed with exceptional shareholder support:

Voting Pattern Analysis

The voting results demonstrated strong alignment between different shareholder categories. Promoter and Promoter Group, holding 16,300,230 shares, voted unanimously in favor of all resolutions with 100% participation. Public institutions showed 31.53% participation with 194,567 votes from their total holding of 617,165 shares. Public non-institutional shareholders had lower participation at 1.77% but showed strong support for most resolutions.

Resolution Categories

Of the eight resolutions passed, four were ordinary resolutions requiring simple majority, while four were special resolutions requiring three-fourths majority. All resolutions met their respective voting thresholds comfortably.

The company published the mandatory advertisement in The Free Press Journal (English) and Navshakti (Marathi) on March 17, 2026, ensuring proper disclosure to shareholders. The scrutinizer's report confirmed that all procedural requirements under the Companies Act, 2013, and SEBI regulations were duly followed throughout the postal ballot process.

Indo Borax & Chemicals Limited's open offer has reached a significant milestone with IIFL Capital Services Limited announcing the commencement of the tendering period on April 10, 2026. The Independent Directors Committee has already recommended the open offer price of ₹256.30 per equity share as fair and reasonable under applicable SEBI regulations.

Open Offer Structure and Timeline

The open offer by Zenrock Chemicals Private Limited and its persons acting in concert targets the acquisition of up to 83,43,400 fully paid-up equity shares representing 26.00% of the voting share capital from public shareholders. IIFL Capital Services Limited, acting as the manager to the offer, has published the offer opening public announcement in Financial Express, Jansatta, and Navshakti newspapers.

Independent Directors Committee Assessment

The IDC meeting held on April 6, 2026, with all three members present—Prasad Parameswaranpillai Naga (Chairperson), Prajnaparamita Sarkar, and Rakesh Kumar Shrivastava—unanimously approved the recommendation. The committee's assessment was based on comprehensive regulatory compliance and market comparison criteria.

Completed Underlying Transaction

The underlying transaction has been successfully completed on January 23, 2026, with the acquirer and persons acting in concert acquiring 1,63,00,230 equity shares representing 50.80% of the total paid-up equity share capital. Zenrock Chemicals acquired 98,82,230 shares (30.80%), while the three PACs acquired varying percentages totaling 20.00%.

Tendering Process and Documentation

Public shareholders can participate through the stock exchange mechanism via BSE and NSE acquisition windows. The Letter of Offer dated March 27, 2026, has been dispatched to shareholders as of the identified date (March 24, 2026). Shareholders holding dematerialized shares must approach their selling brokers, while physical share holders need to submit original certificates along with required documentation to the registrar.

The offer maintains regulatory compliance with no competing offers received by the deadline. All statutory approvals are in place, and the PACs have confirmed they do not intend to exercise control over the target company's management decisions.

Source: Company/INE803D01021/17ec4b0a-f91e-445f-8808-3f71a59925d2.pdf