Ramco Industries Limited has re-appointed Shri Ajay Bhaskar Baliga as a Non-Executive Independent Director for a term of five years, effective from July 27, 2026, to July 26, 2031. The re-appointment was approved by shareholders through a postal ballot process that concluded on July 5, 2026. Baliga, who holds office until July 26, 2026, was deemed eligible for re-appointment under the Companies Act, 2013, and SEBI LODR Regulations.

The special resolution received overwhelming support, with 99.9992% of valid votes cast in favour. Shri K. Srinivasan, the appointed Practicing Chartered Accountant and Scrutiniser, confirmed the results in a report submitted on July 6, 2026. The e-voting process, conducted by Central Depository Services (India) Limited, was held between June 6, 2026, and July 5, 2026.

Voting Results Summary

The postal ballot notice was dispatched electronically on June 5, 2026, to 27,662 members who had registered their email addresses. The total membership stood at 29,824 as of the cut-off date of May 29, 2026. The resolution empowers the Board of Directors to take all necessary actions to implement the appointment effectively, adhering to Section 110 of the Companies Act, 2013.

Baliga brings over 40 years of experience in the Alcobev space, having served in senior roles at Diageo Plc, Allied Blenders and Distillers Private Ltd., and United Spirits Limited. He is also a Non-Executive Independent Director on the boards of E.I.D. - Parry (India) Limited, The Ramco Cements Limited, and Parry Sugars Refinery India Private Limited.

Ramco Industries Limited has scheduled a postal ballot process to seek shareholder approval for the re-appointment of Shri Ajay Bhaskar Baliga as a Non-Executive Independent Director for a second term of five years. The proposed tenure is scheduled to commence on July 27, 2026, and conclude on July 26, 2031. The company has stated that the re-appointment is necessary to comply with the requirement for 50% independent directors on the board, given that the non-executive chairman is a promoter.

Shri Ajay Bhaskar Baliga currently serves as the Chairman of the Audit Committee and a member of the Risk Management Committee. He was first appointed to the board on July 27, 2021, for a term ending July 26, 2026. The company has confirmed that he meets the criteria of independence under Section 149(6) of the Companies Act, 2013, and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Nomination and Remuneration Committee, at its meeting on May 27, 2026, evaluated his performance and recommended the re-appointment to the board. The board has subsequently endorsed this recommendation, citing his experience in business development, strategy management, and supply chain management. Shri Baliga holds no shares in the company and is not related to any other directors or key managerial personnel.

Voting Schedule and Procedure

Shareholders registered on the books of the company as of the cut-off date, Friday, May 29, 2026, are eligible to participate in the voting process. The company has engaged Central Depository Services (India) Limited (CDSL) to facilitate the remote e-voting facility. The voting period will remain open for nearly a month, allowing shareholders sufficient time to cast their votes.

Shri K. Srinivasan, Chartered Accountant and Partner at M/s. M.S. Jagannathan & N. Krishnaswami, has been appointed as the scrutinizer to ensure the e-voting process is conducted fairly. The scrutinizer is required to submit a report within two working days of the conclusion of voting, specifically by July 7, 2026. The resolution will be deemed to have been passed on the last date of e-voting if it receives the requisite majority.

Director Profile and Remuneration

Shri Ajay Bhaskar Baliga is a freelance Management & Strategy Consultant with over 40 years of experience in the alcoholic beverages industry. He previously served as Executive Director for Allied Blenders and Distillers Private Ltd. and as Global Supply Director for Diageo Plc. He also holds independent directorships at E.I.D. - Parry (India) Limited and The Ramco Cements Limited.

For the financial year 2025-26, Shri Baliga was paid sitting fees totaling ₹7,20,000. The proposed re-appointment terms stipulate that he will be eligible for remuneration by way of sitting fees for attending board and committee meetings, along with reimbursement of related expenses, as determined by the board.