Lorenzini Apparels Limited has successfully concluded its postal ballot and remote e-voting process on March 27, 2026, with shareholders approving all three proposed resolutions. The company conducted the voting process pursuant to Section 110 and other applicable provisions of the Companies Act, 2013, read with Companies (Management and Administration) Rules, 2014.

Key Resolutions Approved

The shareholders approved three significant resolutions through the electronic voting process:

Voting Results and Participation

The voting process demonstrated strong shareholder support across all resolutions. For the appointment of Mr. Ish Sadana as Independent Director, 122636733 votes were cast in favour, representing 99.9952% of total votes polled. The resolution received support from 84 shareholders, with only 5846 votes against.

Similarly, Ms. Monam Kapoor's appointment as Independent Director garnered 122637073 votes in favour from 85 shareholders, constituting 99.9955% of votes polled. The resolution faced minimal opposition with 5506 votes against from 6 shareholders.

Trademark Transfer Resolution

The third resolution regarding the transfer of trademark "Mr button" to Mr Button Private Limited was categorized as a related party transaction. Due to the interested party nature, promoter votes totaling 97029754 shares were excluded from consideration. Additionally, 174224 votes from Mr. Mohinder Rustagi, being a Director and Member of Mr Button Private Limited, were not considered. Despite these exclusions, the resolution passed with 25431957 votes in favour.

Scrutinizer and Process Details

CS Anuj Gupta of M/s. Anuj Gupta & Associates served as the appointed scrutinizer for the voting process. The scrutinizer was appointed by the Board of Directors in their meeting held on February 14, 2026. The e-voting facility was available from 9:00 AM on February 25, 2026, to 5:00 PM on March 26, 2026.

Compliance and Documentation

The company has submitted the voting results and scrutinizer's report to BSE Limited and National Stock Exchange of India Limited in compliance with Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The postal ballot notice was published in Financial Express (English) and Jansatta (Hindi) on February 25, 2026, and made available on the company's website and stock exchange platforms.

The successful completion of this postal ballot process enables Lorenzini Apparels Limited to proceed with the approved appointments and trademark transfer, strengthening its board composition with independent directors and facilitating the planned related party transaction.

Lorenzini apparels Limited announced significant changes to its board structure on March 18, 2026, with the resignation of two independent directors and subsequent reconstitution of key board committees. The company disclosed these developments under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Director Resignations

Two independent directors submitted their resignations with immediate effect on March 18, 2026. Mr. Yogesh Kumar (DIN: 08722626) resigned from his position citing unavoidable personal circumstances, while Mr. Ajay (DIN: 08556054) stepped down due to increased personal commitments requiring his immediate attention.

Both directors expressed gratitude for their association with the company during their tenure. Mr. Yogesh Kumar thanked the board for his memorable association, while Mr. Ajay acknowledged the cooperation and support received from the board and management.

Board Committee Reconstitution

Following the resignations, Lorenzini Apparels reconstituted three critical board committees to ensure compliance with regulatory requirements. Mr. Ish Sadana, Additional Non-Executive Independent Director (DIN: 07141836), has been appointed as chairman of all three committees with effect from March 18, 2026.

Audit Committee Composition

The reconstituted Audit Committee comprises four members in accordance with Section 177 of the Companies Act, 2013 and Regulation 18 of SEBI LODR Regulations:

Nomination and Remuneration Committee

The Nomination and Remuneration Committee has been reconstituted under Section 178 of the Companies Act, 2013 and Regulation 19 of SEBI LODR Regulations:

Stakeholders Relationship Committee

The Stakeholders Relationship Committee composition following reconstitution includes:

Regulatory Compliance

The company has fulfilled its disclosure obligations by providing detailed information as required under Regulation 30 of SEBI LODR Regulations and SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015. The resignation letters from both directors have been enclosed with the regulatory filing, and the company will file necessary forms with the Registrar of Companies and stock exchanges.

The reconstitution ensures continued compliance with corporate governance norms while maintaining the required composition of independent directors across all committees. Mr. Sandeep Jain, Managing Director and Chief Financial Officer, signed the disclosure on behalf of the company.