Zuari Industries Limited announced the outcome of its Board of Directors meeting held on February 13, 2026, approving unaudited financial results for Q3FY26 and significant management changes under SEBI regulations.

Board Meeting Outcomes

The Board meeting, which commenced at 2:45 PM and concluded at 4:14 PM on February 13, 2026, addressed three key agenda items. The directors considered and approved unaudited standalone and consolidated financial results for the quarter and nine months ended December 31, 2025, with statutory auditors M/s V Sankar Aiyar & Co. issuing limited review reports.

Q3FY26 Financial Performance

The company reported mixed consolidated results for Q3FY26, with revenue growth offset by increased losses. Total income reached ₹30,148.83 lakhs compared to ₹27,407.23 lakhs in the corresponding quarter of the previous year, representing a 10.00% increase.

Nine Months Performance Highlights

For the nine months period ended December 31, 2025, the company demonstrated significant improvement with consolidated revenue reaching ₹76,126.53 lakhs compared to ₹69,806.58 lakhs in the previous year. The company achieved a remarkable turnaround with net profit of ₹13,739.21 lakhs compared to a loss of ₹7,362.09 lakhs in the corresponding period last year.

Leadership Transition Details

The Board approved significant changes in key management personnel following recommendations from the Nomination and Remuneration Committee and Audit Committee. Mr. Nishant Dalal resigned from his position as Chief Financial Officer and Key Managerial Personnel effective from the close of business hours on February 27, 2026, to pursue opportunities outside the organization.

Mr. Jatin Jain, a Chartered Accountant with over 14 years of experience in Finance & Accounts, has been appointed as the new Chief Financial Officer and Key Managerial Personnel effective from February 28, 2026. His expertise encompasses financial reporting, planning, budgeting, costing, and treasury management.

Segment-wise Performance Analysis

The company's diversified business portfolio showed mixed performance across segments during Q3FY26, with challenges across most business verticals:

Earnings Conference Call Audio Recording

Pursuant to Regulation 30 of SEBI Listing Regulations, the company has made available the audio recording of its earnings conference call held on February 16, 2026. The call discussed the unaudited financial results for the quarter and nine months ended December 31, 2025, with the recording accessible on the company's website at zuariindustries.in.

Regulatory Compliance and Key Management Personnel

Pursuant to Regulation 30(5) of SEBI Listing Regulations, the company updated its list of Key Managerial Personnel authorized to determine materiality of events and make disclosures to stock exchanges. The revised list effective from February 28, 2026, includes Mr. Athar Shahab as Managing Director, Mr. Alok Saxena as Whole-time Director, Mr. Jatin Jain as Chief Financial Officer, and Mr. Yadvinder Goyal as Company Secretary & Compliance Officer.

The financial results were prepared in accordance with Indian Accounting Standards and comply with SEBI Listing Obligations and Disclosure Requirements Regulations, 2015. The company continues to navigate seasonal variations in its sugar business, with crushing operations typically occurring between October and May while sales continue throughout the year.

Zuari Industries Limited successfully concluded its postal ballot voting process on January 22, 2026, with shareholders demonstrating strong support for proposed director appointments. The remote e-voting exercise, conducted in compliance with SEBI regulations, resulted in the approval of two key resolutions related to board composition.

Voting Process and Timeline

The postal ballot notice was issued to shareholders on December 23, 2025, with the remote e-voting period commencing on December 24, 2025, at 9:00 AM IST and concluding on January 22, 2026, at 5:00 PM IST. Shareholders holding shares as of the record date of December 19, 2025, were eligible to participate in the voting process.

Resolution Results

Both resolutions presented to shareholders received overwhelming approval, demonstrating strong confidence in the proposed appointments.

Resolution 1: Appointment of Mr. Akshay Poddar

The ordinary resolution to appoint Mr. Akshay Poddar (DIN: 00008686) as Non-Executive Director was approved with substantial majority support.

Resolution 2: Appointment of Mr. Sanjeev Lall

The special resolution for appointing Mr. Sanjeev Lall (DIN: 08740906) as Independent Director for a five-year term from November 13, 2025, to November 12, 2030, also received strong shareholder support.

Scrutinizer's Report and Compliance

Ms. Aditi Gupta, Practicing Company Secretary (Membership No. FCS 9410) from Aditi Agarwal & Associates, served as the scrutinizer for the postal ballot process. The scrutinizer's report confirmed that both resolutions were passed with the requisite majority and deemed effective from January 22, 2026.

The voting process was conducted through the National Securities Depositories Limited (NSDL) e-voting platform, ensuring transparency and compliance with:

• Section 108 & 110 of the Companies Act, 2013
• Rule 20 & 22 of the Companies (Management and Administration) Rules, 2014
• Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
• Secretarial Standard on General Meetings (SS-2) issued by ICSI

Board Strengthening Initiative

The successful approval of both director appointments reflects shareholders' confidence in the company's governance structure. Mr. Akshay Poddar's appointment as Non-Executive Director and Mr. Sanjeev Lall's five-year tenure as Independent Director are expected to bring additional expertise and independent oversight to the board.

The voting results were formally communicated to the National Stock Exchange of India Limited and BSE Limited on January 23, 2026, by Company Secretary Yadvinder Goyal, ensuring full regulatory compliance and transparency in the appointment process.