Damodar Industries Limited has issued a postal ballot notice dated November 28, 2025, seeking shareholder approval for four special resolutions through remote e-voting. The textile company has outlined key governance decisions requiring member consent under regulatory compliance.

Key Resolutions for Shareholder Approval

The postal ballot encompasses four special resolutions addressing executive compensation and board composition:

Executive Remuneration Details

The company has proposed revised compensation structures for its key executives:

Managing Director - Mr. Aman Arun Biyani:

• Base salary: ₹7,50,000.00 per month with annual increment of ₹25,000.00
• Annual incentive: Performance-based payout up to 50.00% of base salary
• Comprehensive benefits including medical coverage, provident fund, and gratuity

Director - Mr. Aditya A Biyani:

• Base salary: ₹7,00,000.00 per month with annual increment of ₹25,000.00
• Annual incentive: Performance-based payout up to 50.00% of base salary
• Similar benefit structure as Managing Director

Chairman and Whole-time Director - Mr. Arunkumar Biyani:

• Base salary: ₹8,00,000.00 per month with annual increment of ₹25,000.00
• Re-appointment term: April 1, 2026 to March 31, 2029
• Annual incentive: Performance-based payout up to 50.00% of base salary

E-Voting Process and Timeline

The company has implemented a comprehensive e-voting mechanism in compliance with regulatory requirements:

Shareholders can access the e-voting facility through multiple platforms including NSDL, CDSL, and MUFG Intime India Private Limited (formerly Link Intime India Private Limited). The notice has been distributed electronically to members whose email addresses are registered with the company or depositories.

Regulatory Compliance Framework

The postal ballot notice complies with multiple regulatory frameworks including Sections 108 and 110 of the Companies Act 2013, SEBI Listing Regulations, and various MCA circulars. The company has engaged MUFG Intime India Private Limited as the registrar and share transfer agent to facilitate the remote voting process.

The resolutions address critical governance aspects including executive compensation alignment with industry standards and board composition requirements. Mr. Arunkumar Biyani's re-appointment specifically addresses SEBI Regulation 17(1A) regarding directors attaining 70 years of age during their tenure.

Board Recommendations and Stakeholder Impact

The Board of Directors has recommended all four special resolutions for shareholder approval. The proposed remuneration structures reflect the executives' experience and contribution to the textile business, with Mr. Arunkumar Biyani bringing over 35 years of industry expertise, Mr. Aman Biyani contributing 18 years of experience, and Mr. Aditya Biyani adding 15 years of sector knowledge.

The company operates in the textile industry with manufacturing facilities at MIDC Amravati and has been in business for over 35 years. The proposed governance changes aim to ensure continued leadership stability while maintaining regulatory compliance and shareholder value creation.

Damodar Industries Limited , a prominent player in the Indian textile sector, has recently seen a significant move by one of its key promoters. Arunkumar Biyani, a promoter of the company, has pledged a substantial portion of his shareholding, signaling a strategic financial maneuver.

Pledge Details

On November 17, 2025, Arunkumar Biyani pledged 24,70,000 equity shares of Damodar Industries Limited to the State Bank of India. This pledge represents 10.60% of the company's total share capital and was created to secure additional securities for term loans and working capital requirements.

Impact on Shareholding

The recent pledge has had a notable impact on Biyani's encumbered shareholding:

This move increases Biyani's total encumbered shareholding to 21.20%, indicating a significant portion of his stake in the company is now pledged.

Purpose of the Pledge

The primary reasons for creating this pledge are:

1. To secure additional securities for term loans
2. To meet working capital requirements

This suggests that Damodar Industries may be looking to optimize its capital structure or fund expansion plans.

Regulatory Compliance

In compliance with SEBI regulations, specifically Regulation 31(1) and 31(3) of SEBI (Substantial Acquisition of Shares and Takeover) Regulations, 2011, the company has made the necessary disclosures to the stock exchanges. This transparency ensures that all stakeholders are informed about significant changes in the promoter's shareholding pattern.

Market Implications

While the pledge of shares by promoters is a common practice in Indian corporations, it often attracts market attention. Investors typically monitor such activities closely as they can provide insights into a company's financial strategies and the promoters' confidence in the business.

As Damodar Industries navigates this financial move, stakeholders will likely keep a close watch on how the additional financing impacts the company's operations and growth trajectory in the competitive textile sector.