Nitta Gelatin India Limited shareholders will vote via postal ballot to appoint Arun K Vijayan IAS as a Nominee Director, replacing Vishnuraj P., IAS. The appointment follows a nomination by the company’s promoter, Kerala State Industrial Development Corporation Limited (KSIDC), which holds a 31.53% stake in the gelatin manufacturer. The Board of Directors has recommended the resolution for shareholder approval under Section 110 of the Companies Act, 2013.

The appointment is part of standard governance rotation for nominee directors representing state-owned promoters. Mr. Vijayan, a 2016-batch Indian Administrative Service officer in the Kerala cadre, brings over a decade of administrative experience, including roles as District Collector of Kannur and Director of Industries, Government of Kerala. He currently serves as the Managing Director of KSIDC. The filing confirms that Mr. Vijayan is not related to any other director or key managerial personnel of Nitta Gelatin India Limited, apart from his relationship with fellow KSIDC nominee director APM Mohammed Hanish IAS.

The postal ballot process is governed by Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Secretarial Standard on General Meetings (SS-2). Central Depository Services Limited (CDSL) has been engaged to facilitate remote e-voting. The voting window commences on Monday, August 10, 2026, at 9:00 AM IST and concludes on Tuesday, September 08, 2026, at 5:00 PM IST. Only members holding shares as of the cut-off date, August 03, 2026, are eligible to vote.

Mr. Abhilash Nediyaalil Abraham, Practicing Company Secretary, has been appointed as the Scrutinizer to ensure a fair and transparent voting process. The Scrutinizer will submit their report within two working days of the voting closure. Nitta Gelatin India Limited intends to declare the results on or before Thursday, September 10, 2026. If passed, the resolution will be deemed effective on the last day of e-voting, September 08, 2026.

Key Voting Details

Profile of the Proposed Director

Mr. Arun K Vijayan holds a Bachelor of Engineering (Honours) in Electrical Engineering from Birla Institute of Technology and Science (BITS) Pilani and a Master of Public Administration from Jawaharlal Nehru University (JNU). His administrative portfolio includes serving as Sub Collector, Commissioner for Entrance Examinations (CEE), and Director, Urban Affairs. In May 2026, he was appointed Director of Industries, Government of Kerala, alongside additional charge as Managing Director of KSIDC.

The filing discloses that Mr. Vijayan currently serves as a director at Geojit Financial Services Limited. He does not hold any equity shares in Nitta Gelatin India Limited, nor does he receive remuneration apart from sitting fees for attending board meetings. He is not debarred by SEBI or any other authority from holding the office of a director.

Nitta Gelatin shareholders have approved all seven resolutions proposed at the company’s 50th Annual General Meeting (AGM), with voting support exceeding 99% for most items. The company submitted the consolidated scrutinizer’s report to BSE Limited on August 3, 2026, confirming that the meeting held on July 31, 2026, via Video Conferencing (VC) was conducted in compliance with Ministry of Corporate Affairs (MCA) guidelines. The high level of shareholder endorsement validates key governance decisions, including the re-appointment of directors and the declaration of dividends.

The AGM commenced at 10:30 A.M. and concluded at 11:45 A.M., chaired by Mr. A P M Mohammed Hanish IAS. The requisite quorum of 55 shareholders was verified by Scrutiniser Mr. Abhilash Nediayalil Abraham, Practising Company Secretary, before proceedings began. Central Depository Services (India) Limited (CDSL) facilitated remote e-voting from July 27 to July 30, 2026, while voting at the meeting was conducted through CDSL’s E-Voting System. The votes were unblocked on July 31, 2026, at 11:48 A.M. in the presence of two witnesses.

Voting Results Summary

Shareholders voted overwhelmingly in favor of all ordinary and special resolutions. The table below outlines the consolidated voting results:

Note: Promoter groups were excluded from the Related Party Transactions vote. One shareholder holding 37 equity shares abstained from voting on the re-appointment of V. Ranganathan.

Key Governance Decisions

The approved dividend on Redeemable Preference Shares comprises 44,44,444 shares of ₹10 each at a rate of 7.65063% per annum, absorbing ₹34,00,280. The Board also secured approval for entering into related party transactions, a standard procedural requirement for ongoing business operations. Independent Directors Dr. Balu Paulose Maliakel and Mr. V. Ranganathan were appointed and re-appointed respectively, strengthening the independent oversight on the Board.

Several directors attended the meeting, including Independent Directors Hidehito Jay Araki, E. Nandakumar, Dr. Justice (Retd.) M. Jaichandren, Mrs. Shirley Thomas, Dr M. K Chandrasekharan Nair, and Dr. Balu Paulose Maliakel. Leave of absence was granted to Directors Hidenori Takemiya, Arun K. Vijayan IAS, and V. Ranganathan. Mrs. Shirley Thomas attended on behalf of Mr. V. Ranganathan to address audit-related queries. Representatives of Statutory Auditors, Secretarial Auditors, CFO Mr. Uppiliyappan C., COO Mr. Eldhose P Kauma, and Company Secretary Vinod Mohan were also present.

What the Numbers Show

The near-unanimous support across all resolutions reflects strong shareholder confidence in Nitta Gelatin ’s management and strategic direction. The minimal dissent—particularly the 0.02% against against Hidenori Takemiya’s re-appointment—is statistically negligible and does not indicate broader governance concerns. The exclusion of promoter groups from the related party transaction vote ensures an unbiased assessment by minority shareholders, whose overwhelming support (99.99%) validates the fairness of these dealings. This clean bill of health from the electorate reinforces the company’s compliance posture under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.