Kalyani Cast Tech Limited has successfully concluded its postal ballot process, with shareholders providing unanimous approval for two critical special resolutions. The company announced the results on January 27, 2026, demonstrating strong shareholder confidence in the proposed corporate actions.

Postal Ballot Results Overview

The remote e-voting process, conducted through National Securities Depositories Limited (NSDL), recorded complete shareholder support for both resolutions. The voting period extended from December 26, 2025, at 9:00 AM IST to January 24, 2026, at 5:00 PM IST, with the cut-off date set as December 19, 2025.

Special Resolutions Approved

Shareholders unanimously approved two special business items during the postal ballot:

Resolution 1: Independent Director Appointment

The appointment of Mr. Satish Kumar (DIN: 11391853) as an Independent Director received complete shareholder backing. The voting breakdown showed strong participation across shareholder categories:

Resolution 2: MOA Alteration

The alteration of the object clause in the company's Memorandum of Association also secured unanimous approval with identical voting patterns. Both promoter and public shareholders demonstrated unified support for the proposed changes to the company's constitutional documents.

Regulatory Compliance and Scrutinizer Report

M/s Ankur Singh & Associates, Company Secretaries, served as the appointed scrutinizer for the postal ballot process. The scrutinizer's report, dated January 27, 2026, confirmed full compliance with Section 108 and 110 of the Companies Act, 2013, along with the Companies (Management and Administration) Rules, 2014, and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The scrutinizer verified that all eligible shareholders as recorded in the Register of Members or Register of beneficial owners as of the cut-off date were entitled to participate in the remote e-voting process. The report confirmed that both special resolutions were passed with the requisite majority as per statutory provisions.

Corporate Governance Framework

The successful completion of the postal ballot reflects Kalyani Cast Tech Limited's commitment to transparent corporate governance practices. The appointment of an independent director strengthens the board's independence and oversight capabilities, while the MOA alteration provides the company with enhanced operational flexibility.

Whole Time Director Jayashree Kumar signed the results communication to BSE Limited, ensuring timely disclosure to stakeholders and regulatory compliance under Regulation 44 of the listing regulations.

Kalyani Cast Tech Limited has issued a postal ballot notice seeking shareholder approval for its strategic expansion into the railway sector and appointment of an independent director. The company filed the notice under Regulation 30 of SEBI Listing Regulations on December 24, 2025.

Postal Ballot Details

The postal ballot process covers two key resolutions requiring special approval from shareholders. The voting will be conducted exclusively through remote e-voting facility provided by National Securities Depository Limited (NSDL).

Key Resolutions

Director Appointment

The first resolution seeks approval for appointing Mr. Satish Kumar (DIN: 11391853) as an Independent Director for five consecutive years effective from November 26, 2025 to November 25, 2030. Mr. Kumar holds a Bachelor's degree in Law and brings extensive expertise in corporate, commercial, and regulatory matters. He has been appointed as member of the Audit Committee and Nomination Remuneration Committee, and Chairman of Stakeholder Relationship Committee.

Railway Sector Expansion

The second resolution involves alteration of the Main Object Clause of the Memorandum of Association to include four new railway-focused business verticals:

Railway Rolling Stock Manufacturing: The company plans to engage in designing, testing, manufacturing, importing, and purchasing railway rolling stock including wagons, freight cars, passenger coaches, locomotives, and components.

Maintenance Services: Comprehensive maintenance services for railway rolling stock including intensive maintenance, routine overhauling (ROH), and periodical overhauling (POH) with modern facilities and technologies.

Freight Terminal Operations: Development and operation of private freight rail terminals, Gati Shakti Cargo Terminals, logistics parks, inland container depots (ICDs), and related infrastructure for end-to-end logistics solutions.

Container Train Services: Operation, management, and maintenance of container train services including procurement, leasing, or manufacturing of container rakes for containerized logistics solutions.

Voting Process

The postal ballot notice has been sent electronically to members whose email addresses are registered with the company or depositories. Members holding shares in demat mode can vote through their depository accounts with NSDL or CDSL. The company has appointed Mr. Ankur Singh (Membership No: A60761), Practicing Company Secretary, as the Scrutinizer to conduct the postal ballot process.

Strategic Rationale

According to the company's explanatory statement, the proposed alterations align with long-term strategic vision of growth, diversification, and expansion. The amendments aim to enable exploration of new business opportunities in the evolving railway transportation and logistics sector, providing greater operational flexibility and supporting future growth plans while strengthening overall business prospects for stakeholders.