Poonawalla Fincorp Limited has successfully concluded its postal ballot process, with shareholders overwhelmingly approving two critical special resolutions on February 19, 2026. The company disclosed the voting results to stock exchanges, marking a significant milestone in its corporate governance and strategic planning initiatives.

Postal Ballot Process Overview

The postal ballot was conducted entirely through remote e-voting, facilitated by the National Securities Depository Limited (NSDL). Mr. Girish Bhatia, Practicing Company Secretary (Membership No. FCS 3295, CP No.13792), served as the appointed Scrutinizer for the process. The e-voting facility remained open for thirty days, commencing on Wednesday, January 21, 2026 at 09:00 A.M. IST and concluding on Thursday, February 19, 2026 at 05:00 P.M. IST.

Resolution 1: Fundraising Approval

The first special resolution pertained to raising funds through the issue of equity shares of ₹2/- each and other eligible securities convertible into equity shares through qualified institutions placement and other permissible modes. This resolution received exceptional shareholder support.

Resolution 2: Executive Appointment

The second special resolution involved the appointment of Mr. Vikas Pandey (DIN: 11463386) as a Whole-time Director (Executive Director) of the company. This resolution also garnered substantial shareholder approval across all categories.

Shareholder Participation Analysis

The postal ballot witnessed significant participation from institutional and retail investors. Out of 812,629,109 total shares, 714,879,305 votes were polled, representing 87.97% participation. The promoter and promoter group demonstrated complete support with 100% participation and approval for both resolutions. Public institutions showed strong engagement with 90.48% participation, while public non-institutions recorded 24.91% participation.

Regulatory Compliance and Documentation

The company ensured full compliance with regulatory requirements under Sections 108 and 110 of the Companies Act, 2013, and Regulation 44 of SEBI Listing Regulations. Public advertisements were published in "The Financial Express" (English) and "Loksatta" (Marathi) on January 21, 2026, as mandated by law. The postal ballot results have been hosted on the company's website at www.poonawallafincorp.com for transparency and stakeholder access.

Both resolutions were declared passed with requisite majority on February 19, 2026, enabling the company to proceed with its strategic fundraising plans and executive leadership strengthening initiatives.

Poonawalla fincorp Limited has announced the allotment of 68,092 equity shares under its Employee Stock Option Plan 2021, as approved by the Nomination and Remuneration Committee of the Board of Directors on February 18, 2026. The announcement was made in compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Share Allotment Details

The company allotted equity shares with specific parameters that will impact its overall capital structure:

Updated Capital Structure

Following this allotment, Poonawalla Fincorp's capital structure has been revised. The issued, subscribed and paid-up equity share capital now stands at Rs.162,55,77,616.00 (Rupees One Hundred Sixty-Two Crore Fifty-Five Lakh Seventy Seven Thousand Six Hundred and Sixteen Only).

Regulatory Compliance

The allotment was conducted in accordance with the company's Employee Stock Option Plan 2021 framework. The newly allotted equity shares will rank pari-passu with the existing equity shares of the company in all respects, ensuring equal rights and privileges for all shareholders.

The announcement was signed by Shabnum Zaman, Company Secretary (ACS-13918), and communicated to both BSE Limited and National Stock Exchange of India Limited as per regulatory requirements under SEBI Listing Regulations.