Prodocs Solutions has initiated a postal ballot process seeking shareholder approval for altering its Articles of Association, adopting the Prodocs Solutions Employee Stock Option Scheme 2026, and appointing Ms. Neha Vinod Kothari as an Independent Director. The resolutions aim to align the company's governance framework with the latest regulations and incentivize employees through a new stock option pool. The remote e-voting facility is available from June 17, 2026, to July 16, 2026.

The Board of Directors, at its meeting held on May 29, 2026, approved the proposal to alter and adopt a new set of Articles of Association to comply with the Companies Act, 2013, and SEBI LODR Regulations. The company also approved the ESOP Scheme 2026 to attract and retain talent by offering stock options to eligible employees of the company and its group companies. The scheme involves a fresh issue of equity shares and will be administered directly by the Nomination and Remuneration Committee.

The ESOP Scheme 2026 proposes a maximum pool of 3,50,000 stock options, corresponding to 3,50,000 fully paid-up equity shares of ₹10 each. This represents 4.96% of the paid-up share capital of the company as on March 31, 2026, on a fully diluted basis. The options will vest over a maximum period of five years from the date of grant, with a minimum vesting period of one year. The exercise price will be determined by the Nomination and Remuneration Committee and will not be less than the face value of the shares.

Shareholders will also vote on the appointment of Ms. Neha Vinod Kothari (DIN: 11022380) as a Non-Executive Independent Woman Director for a term of five years ending March 30, 2031. Ms. Kothari was appointed as an Additional Director on March 31, 2026, and possesses expertise in strategic planning and financial management. She currently works with a listed life insurance company and holds no equity shares in Prodocs Solutions.

The company has engaged National Securities Depository Limited (NSDL) to facilitate the remote e-voting process. The cut-off date to determine shareholder eligibility is June 12, 2026. The results of the postal ballot, along with the Scrutinizer's Report, will be submitted to the stock exchanges within two working days from the conclusion of the voting period. C.S. Ketan Ravindra Shirwadkar has been appointed as the Scrutinizer for the process.

Key Resolutions

Remote E-Voting Schedule

prodocs solutions has appointed M/s. KRS AND CO as its secretarial auditor for the financial year 2026-27. The decision was taken by the company's Board of Directors during a meeting held on May 29, 2026. The appointment ensures compliance with the secretarial audit requirements for the upcoming fiscal year.

M/s. KRS AND CO is a peer-reviewed proprietorship firm established by CS Ketan Ravindra Shirwadkar in 2017. Based in Thane, the firm specializes in corporate laws, SEBI and FEMA regulations, IPOs, and listing compliances. The firm possesses the necessary infrastructure and professional staff to provide timely and efficient services.

The board meeting, which commenced at 4.00 p.m. and concluded at 5.20 p.m. on May 29, 2026, also approved the necessary disclosures required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. These disclosures have been submitted to the stock exchanges.

Details of Appointment

The firm's principal, CS Ketan Ravindra Shirwadkar, holds membership number F13938 and Certificate of Practice No. 15386. With over 15 years of experience, the firm offers expertise in compliance audits, corporate governance, and corporate restructuring.