Zuari Agro Chemicals appoints Nitin Kantak as MD, Gupta as director

Zuari Agro Chemicals Limited shareholders have approved the appointment of Nitin M. Kantak as Managing Director and Pramod Kumar Gupta as a Non-Executive Non-Independent Director, finalizing key leadership transitions through a postal ballot process that concluded on July 23, 2026. The approvals solidify the company’s executive structure, with Kantak taking on operational leadership responsibilities and Gupta joining the board in a non-executive capacity. The resolutions were passed pursuant to Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, based on votes cast during the remote e-voting period.

The voting results reflect strong support from the promoter group, which holds 27,424,960 shares, accounting for approximately 65% of the total shares held by all categories. Promoters voted unanimously in favor of both resolutions. Among public shareholders, institutional investors showed mixed support for the first resolution but backed the second appointment strongly. The scrutinizer for the postal ballot was Shivaram Bhat, Practicing Company Secretary (ACS 10454), who submitted his report on July 24, 2026. The record date for determining voting eligibility was June 19, 2026, with a total of 44,576 shareholders on record.

Voting Results Breakdown

The postal ballot sought approval for two distinct resolutions: a special resolution for the appointment of the Managing Director and an ordinary resolution for the appointment of the Non-Executive Director. Below is the detailed voting outcome for each resolution.

Resolution 1: Appointment of Managing Director

This special resolution concerned the appointment of Mr. Nitin M. Kantak (DIN: 08029847) as Managing Director and the approval of his remuneration. It received substantial support from promoters and non-institutional public shareholders, though it faced notable opposition from public institutions.

Category	Votes Polled	In Favor	Against	% In Favor
Promoter Group	27,424,960	27,424,960	0	100.00%
Public Institutions	409,288	68,167	341,121	16.66%
Public Non-Institutions	65,528	64,125	1,403	97.86%
Total	27,899,776	27,557,252	342,524	98.77%

Resolution 2: Appointment of Non-Executive Director

This ordinary resolution concerned the appointment of Mr. Pramod Kumar Gupta (DIN: 00064041) as a Non-Executive Non-Independent Director. This resolution saw broader support across all shareholder categories compared to the first resolution, particularly from public institutions.

Category	Votes Polled	In Favor	Against	% In Favor
Promoter Group	27,424,960	27,424,960	0	100.00%
Public Institutions	409,288	377,862	31,426	92.32%
Public Non-Institutions	65,528	26,607	38,921	40.60%
Total	27,899,776	27,829,429	70,347	99.75%

What the Numbers Show

A divergence in shareholder sentiment is evident between the two resolutions, particularly among public institutional investors. While institutions opposed the appointment of the Managing Director by a margin of 83.35%, they supported the appointment of the Non-Executive Director by 92.32%. This suggests that institutional stakeholders may have specific concerns regarding the executive role or remuneration structure associated with the Managing Director position, while viewing the non-executive board addition favorably. Conversely, non-institutional public shareholders strongly backed the Managing Director appointment (97.86%) but were more divided on the Non-Executive Director appointment (40.60%). The promoter group’s unanimous support for both resolutions ensured passage despite these mixed signals from minority shareholders. No invalid votes were recorded in either category.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-0.38%	-6.36%	-6.58%	-16.40%	+0.71%	+60.07%

Zuari Agro Chemicals Limited has initiated a postal ballot process to seek shareholder approval for the appointment of Mr. Nitin M. Kantak as Managing Director and Mr. Pramod Kumar Gupta as a Non-Executive Non-Independent Director. The e-voting period commences on June 24, 2026, and concludes on July 23, 2026, with the results scheduled to be announced on July 24, 2026. The resolutions require a special majority for the Managing Director's appointment and remuneration, and an ordinary resolution for the Director's appointment.

Mr. Nitin M. Kantak, currently an Executive Director, is proposed to be appointed as Managing Director for a period of one year effective from September 3, 2026, to September 2, 2027. The remuneration package includes a basic salary of ₹5,48,803 per month, a house rent allowance of ₹1,42,997 per month, and other allowances of ₹78,200 per month. The appointment is subject to shareholder approval via special resolution, considering the company may have inadequate profits during his tenure.

Mr. Pramod Kumar Gupta was appointed as an Additional Director in the Non-Executive Non-Independent category effective June 17, 2026. Shareholder approval is now being sought to regularize his appointment. Mr. Gupta is a Chartered Accountant with over 38 years of experience and currently serves as the Group CFO of the Adventz Group. He brings expertise in finance, business strategy, and organizational development.

Details of Appointment

Sr. No.	Details of events	Information
1	Name of the Director	Mr. Nitin M. Kantak (DIN: 08029847)
2	Designation	Managing Director
3	Tenure	1 year (September 3, 2026 to September 2, 2027)
4	Remuneration	Basic: ₹5,48,803/month; HRA: ₹1,42,997/month; Others: ₹78,200/month
5	Name of the Director	Mr. Pramod Kumar Gupta (DIN: 00064041)
6	Designation	Non-Executive Non-Independent Director
7	Date of Appointment	June 17, 2026

The company has engaged Central Depository Services (India) Limited (CDSL) to facilitate the remote e-voting process. Mr. Shivaram Bhat has been appointed as the Scrutinizer for the postal ballot. The cut-off date for determining shareholder eligibility is June 19, 2026.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE840M01016/731c83d424e442fa.pdf