CARE Ratings Limited has issued a postal ballot notice seeking shareholder approval for the appointment of Dr. Bimal Patel as Non-Executive Independent Director. The notice, dated November 12, 2025, was dispatched to members on December 16, 2025, in compliance with SEBI Listing Regulations.

Postal Ballot Details

The company is conducting the postal ballot through remote e-voting only, with no physical copies being sent to members. The voting process follows a structured timeline designed to ensure adequate participation from eligible shareholders.

Proposed Director Appointment

The special resolution seeks approval for appointing Dr. Bimal Patel (DIN: 03006605) as Non-Executive Independent Director for a three-year term. The Board of Directors, based on the recommendation of the Nomination and Remuneration Committee, has already appointed Dr. Patel as Additional Director effective November 12, 2025.

Director Profile and Expertise

Dr. Patel brings extensive experience in international law, national security, and institutional leadership spanning over 25 years. He currently serves as Vice-Chancellor and Professor of Public International Law at Rashtriya Raksha University and holds multiple prestigious positions in government and international organizations.

Key Positions:

• Member of National Security Advisory Board, National Security Council, Government of India
• Member and Chair of Working Group, UN International Law Commission (2023-28)
• Member of Financial Sector Regulatory Appointments Search Committee
• Chairman and Independent Director of NSE Data Analytics Ltd, NSE Sustainability Ratings Analytics Ltd, and NSE Indices Ltd

Educational Qualifications:

• Dual PhD in International Law (Leiden University and Jaipur)
• LLM in International Law (Leiden University)
• MA and Post Graduate Diplomas in International Relations (University of Amsterdam)
• BSc degree

Voting Process and Eligibility

Only members whose names appear in the Register of Members or List of Beneficial Owners as of the cut-off date of December 5, 2025, are eligible to vote. The company has engaged National Securities Depository Limited (NSDL) to facilitate the remote e-voting process.

P.N. Parikh (Membership No. FCS327) of Parikh & Associates has been appointed as Scrutinizer to oversee the voting process. The results will be posted on the company's website and communicated to stock exchanges upon declaration.

Compliance and Regulatory Framework

The postal ballot process complies with Section 110 read with Section 108 of the Companies Act, 2013, and various MCA circulars. Dr. Patel has submitted declarations confirming his independence criteria under Section 149(6) of the Companies Act and Regulation 16(1)(b) of SEBI Listing Regulations. The company has received the requisite notice under Section 160 of the Act proposing his candidature for directorship.

CARE Ratings Limited , a prominent player in the Indian credit rating sector, has taken significant steps to enhance employee ownership and engagement through its stock option program. The company recently announced two key developments in its employee stock ownership plan (ESOP).

Equity Share Allotment

The Nomination and Remuneration Committee (NRC) of CARE Ratings has approved the allotment of 6,283 equity shares to employees who exercised their options under the CARE Employee Stock Option Scheme 2020. This move has resulted in an increase in the company's paid-up share capital.

New Stock Option Grant

In addition to the allotment, the NRC has approved a fresh grant of stock options to eligible employees:

Vesting Schedule

The newly granted stock options will vest over a three-year period:

• 1/3rd after completion of one year from the grant date
• 1/3rd after completion of two years from the grant date
• 1/3rd after completion of three years from the grant date

Employees will have a two-year window from the date of vesting to exercise their options.

This strategic move by CARE Ratings aligns with the company's commitment to fostering employee ownership and potentially enhancing long-term engagement. By offering stock options, the company aims to align employee interests with those of shareholders, potentially driving motivation and retention of key talent.

The ESOP scheme complies with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, ensuring adherence to regulatory standards in implementing employee stock ownership programs.

As companies continue to explore ways to attract and retain talent in a competitive market, employee stock ownership plans remain a popular tool. CARE Ratings' recent actions demonstrate its ongoing commitment to this approach, potentially positioning itself as an attractive employer in the financial services sector.