Balkrishna Industries Limited has announced additional measures to address proxy advisory concerns regarding executive travel expense reimbursements. The tire manufacturer provided clarification on January 9, 2026, in response to IiAS VMS voting recommendations related to a postal ballot dated December 19, 2025.

Chairman's Travel Expense Commitment

The company disclosed that Mr. Arvind Poddar, Chairman and Managing Director, has provided a formal undertaking regarding travel expense reimbursements. The commitment establishes clear parameters for expense claims related to family accompaniment during business travel.

Response to Proxy Advisory Concerns

The clarification follows the company's earlier communication dated January 9, 2026, addressing concerns raised in the IiAS VMS voting recommendation report. Balkrishna Industries expressed confidence that this additional information would address the apprehensions and doubts highlighted by the proxy advisory firm.

The company has specifically requested that IiAS VMS revise its recommendation to vote 'FOR' the resolution in question, citing the new undertaking as sufficient clarification of the concerns raised.

Corporate Governance Framework

The announcement demonstrates the company's commitment to addressing shareholder and proxy advisory concerns through transparent disclosure and voluntary limitations on executive benefits. The formal undertaking provides a quantifiable framework for travel-related expense reimbursements.

Communication Details

Company Secretary and Compliance Officer Vipul Shah signed the communication, which was addressed to both BSE Limited and National Stock Exchange of India Limited. The disclosure maintains the company's commitment to regulatory compliance and stakeholder transparency in corporate governance matters.

Balkrishna Industries Limited issued a postal ballot notice on December 24, 2025, seeking shareholder approval for three key director appointments through remote e-voting. The company has engaged KFin Technologies Limited as the agency to provide e-voting facilities for the proposed resolutions.

E-Voting Schedule and Process

The electronic voting process has been scheduled with specific timelines for shareholder participation:

Proposed Director Appointments

The postal ballot notice covers three resolutions for director appointments, each requiring different types of shareholder approval:

Re-appointment of Chairman & Managing Director

Mr. Arvind Poddar's re-appointment as Chairman and Managing Director is proposed for a period of five years with effect from August 1, 2026. His current term expires on July 31, 2026. The proposed remuneration structure includes:

Independent Director Appointment

Mr. Natarajan Gnanaskandan Tanjore, aged 63, is proposed to be appointed as an Independent Director for five consecutive years from February 1, 2026. He is a Fellow Member of the Institute of Chartered Accountants of India (FCA) with professional practice experience since 1986. His expertise spans project finance, merchant banking, capital markets, mergers and acquisitions, and FEMA advisory across multiple industries.

Non-Executive Director Appointment

Mr. Ashok Saraf, aged 69, is proposed for appointment as a Non-Executive Non-Independent Director from February 1, 2026. He previously served as an Independent Director from August 2, 2014, to August 1, 2019. Mr. Saraf serves as Managing Director of Sarex Group of Companies and holds qualifications in Commerce, Finance Management, and Business Management.

Regulatory Compliance and Documentation

The postal ballot notice has been issued in compliance with Section 110 of the Companies Act, 2013, and Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The notice is being sent only through electronic mode to members whose email addresses are registered with the company or its registrar and transfer agent.

Scrutinizer Appointment

The Board of Directors has appointed Mr. G.B.B. Babuji (FCS 1182, CP 8131), Practicing Company Secretary, as the Scrutinizer for conducting the postal ballot through e-voting process. The results will be announced on or before January 24, 2026, and will be displayed on the company's website and communicated to stock exchanges.

Carbon Black Production Update

As part of the ₹3,500.00 crores investment approved in May 2025, the company has successfully completed one line of carbon black production facility at Bhuj. The total carbon black installed capacity stands at 2,65,000 TPA, with the remaining project progressing as per schedule for early 2026 completion.