DCM Nouvelle Limited has issued a postal ballot notice seeking shareholder approval for the appointment of two Independent Directors through special resolutions. The notice, dated January 16, 2026, outlines the company's proposal to strengthen its board governance structure with experienced professionals.

Proposed Director Appointments

The company seeks member approval for two key appointments through special resolutions:

Both directors are proposed for appointment as Independent Directors for a term of five consecutive years. Mr. Deepak Sood's appointment is effective from December 1, 2025, while Mr. Rajinder Khanna's appointment takes effect from December 5, 2025.

E-Voting Schedule and Process

The company has established a comprehensive e-voting timeline for shareholder participation:

In compliance with Ministry of Corporate Affairs circulars, the postal ballot notice is being sent only through electronic mode to members whose email addresses are registered with the company or depositories. Physical copies of the postal ballot notice and forms are not being distributed.

Director Profiles and Qualifications

Mr. Deepak Sood brings extensive experience in corporate and public relations, spanning industrials, heavy engineering, process industry, power generation, and infrastructure sectors. He has comprehensive experience working with industry veterans, policymakers, regulators, and government entities at central and state levels. His professional background includes roles as Executive Director of Confederation of Indian Industry, Secretary General of ASSOCHAM, and CEO of CII.

Mr. Rajinder Khanna is a distinguished civil servant with 46 years of experience in the Government of India, serving in various key roles in national security and intelligence. Starting his career as an IPS officer in Orissa, he gained recognition for his leadership as Superintendent of Police and later served in the National Security Council Secretariat. He was appointed as Additional NSA, reflecting his deep expertise in strategic and security affairs.

Regulatory Compliance and Special Considerations

Both appointments comply with the provisions of Sections 149, 150, and 152 of the Companies Act, 2013, read with Schedule IV and other applicable provisions. The company has received declarations from both directors confirming they meet the independence criteria prescribed under Section 149(6) of the Act and the SEBI Listing Regulations.

For Mr. Rajinder Khanna's appointment, special resolution approval is required as he will attain the age of 75 years during his tenure as Director, in accordance with Regulation 17(1A) of the SEBI (LODR) Regulations, 2015. The Board considers that his association would be beneficial to the company given his extensive experience in national security and strategic affairs.

Voting Rights and Results Declaration

Voting rights of members shall be proportionate to their shareholding in the paid-up equity share capital of the company as on the cut-off date. The scrutinizer appointed for the postal ballot process is Ms. Pragnya Pramita Pradhan, a Practising Company Secretary. Results will be announced on or before February 17, 2026, and will be displayed on the company's website, communicated to stock exchanges, and made available on NSDL's website. The resolutions, if approved, shall be deemed to have been passed on February 15, 2026, the last date of e-voting.

DCM Nouvelle has announced a key appointment to strengthen its corporate governance structure. The company's Board of Directors has approved the appointment of Mr. Shekher Kapoor as the new Company Secretary and Compliance Officer, effective September 10th, 2025.

Appointment Details

The decision to appoint Mr. Kapoor was made during a board meeting held on September 10th, 2025, following the recommendation of the Nomination and Remuneration Committee. This appointment is in line with the provisions of Section 203 of the Companies Act, 2013, and Regulation 6(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Professional Background

Mr. Shekher Kapoor brings a wealth of experience to his new role at DCM Nouvelle:

• Qualifications: An Associate Member of the Institute of Company Secretaries of India (ICSI)
• ICSI Membership: Number 69198
• Expertise: Diverse corporate and secretarial experience, particularly in areas related to the Companies Act, SEBI regulations, and RBI regulations

Key Responsibilities

As the Company Secretary and Compliance Officer, Mr. Kapoor will be designated as a Key Managerial Personnel (KMP) of DCM Nouvelle. His role will be crucial in ensuring the company's adherence to regulatory requirements and maintaining strong corporate governance practices.

Company Information

DCM Nouvelle, listed on both the Bombay Stock Exchange and the National Stock Exchange of India, operates under the CIN: L17309DL2016PLC307204. The company's registered office is located at 407, Vikrant Tower, 04, Rajendra Place, New Delhi-110008, India.

This strategic appointment underscores DCM Nouvelle's commitment to maintaining high standards of corporate governance and regulatory compliance. As the company moves forward, Mr. Kapoor's expertise is expected to play a vital role in navigating the complex regulatory landscape of the Indian corporate sector.