GEM Enviro Management Limited has announced a postal ballot process for the appointment of three directors, with the e-voting period scheduled from January 13, 2026 to February 11, 2026. The company issued the postal ballot notice on December 26, 2025, in compliance with Regulation 30 of the SEBI Listing Regulations.

Proposed Director Appointments

The postal ballot seeks shareholder approval for three key appointments through remote e-voting:

E-Voting Process and Timeline

The company has engaged Central Depository Services (India) Limited (CDSL) to provide the remote e-voting facility. The voting process will be conducted entirely through electronic mode, with no physical postal ballot forms being distributed to members.

Key Dates and Timeline

Director Profile Details

Mr. Anil Kumar Behl - Managing Director Appointee

Mr. Anil Kumar Behl, aged 67 years, is a fellow member of the Institute of Chartered Accountants of India (ICAI) with over four decades of professional experience. He brings extensive expertise in sustainability, environmental consultancy, and responsible business practices. The Board appointed him as Additional Director on December 09, 2025, and he will serve as Managing Director for three consecutive years from December 09, 2025 to December 08, 2028.

Notably, Mr. Behl will not draw any remuneration from the company but will be entitled to sitting fees of ₹5,000.00 per Board meeting attended and reimbursement of expenses. His appointment is significant as he will attain the age of 70 years during his tenure, requiring special shareholder approval under the Companies Act provisions.

Mr. Suresh Kumar Gupta - Independent Director Appointee

Mr. Suresh Kumar Gupta, aged 66 years, is a seasoned Practicing Chartered Accountant with over 40 years of experience in accounting, auditing, taxation, and financial advisory services. The Board appointed him as Additional Director in the capacity of Non-Executive Independent Director on December 16, 2025. His proposed term spans five consecutive years from December 16, 2025 to December 15, 2030.

Voting Eligibility and Process

Shareholders whose names appear in the Register of Members or List of Beneficial Owners as on the cut-off date of January 02, 2026, are eligible to vote. The notice is being sent only through electronic mode to members whose email addresses are registered with the company, depositories, or the Registrar and Transfer Agent.

The voting process accommodates different categories of shareholders:

• Individual shareholders holding securities in demat mode with CDSL or NSDL
• Physical shareholders and non-individual shareholders
• Institutional and custodian shareholders

Corporate Governance Framework

The appointments align with the company's governance structure, with both appointees bringing complementary expertise. Mr. Behl's background in sustainability and environmental consultancy supports the company's waste management focus, while Mr. Gupta's financial and advisory experience strengthens the Board's oversight capabilities.

The Nomination and Remuneration Committee has evaluated both candidates' qualifications, expertise, and integrity, recommending their appointments to enhance the company's strategic direction and governance standards. The postal ballot results, along with the scrutinizer's report, will be made available on the company's website and communicated to BSE Limited where the company's shares are listed.

GEM Enviro Management Limited announced significant corporate developments following its board meeting. The waste management company approved key appointments and strategic acquisitions that will expand its operations into the renewable energy sector, as disclosed under Regulation 30 of SEBI Listing Regulations.

New Independent Director Appointment

Based on the recommendation of the Nomination and Remuneration Committee, the board approved the appointment of Mr. Suresh Kumar Gupta (DIN: 00375710) as Additional Director in the category of Non-Executive Independent Director. The appointment details are outlined below:

Mr. Gupta brings over 40 years of extensive professional experience as a practicing Chartered Accountant in accounting, auditing, taxation, and financial advisory services. Throughout his career, he has advised companies across various sectors and assisted businesses in growth and expansion, including strategic planning, financial and investment decisions, and evaluation of new business opportunities. The company confirmed that he is not related to any existing directors and is not debarred from holding directorship by SEBI or other authorities.

Strategic Acquisition of Solluz Energy

The board approved the acquisition of a 50.10% stake in Solluz Energy Private Limited through a Share Subscription Agreement, making it a subsidiary of GEM Enviro Management. The acquisition represents a strategic move into the solar energy sector, aligning with the company's focus on environmental sustainability.

Solluz Energy Company Profile

Solluz Energy Private Limited was incorporated on March 9, 2015, and operates in the Engineering, Procurement, and Construction (EPC) services for solar energy plant installations. The company has demonstrated consistent growth over the past three years:

The company has an authorized share capital of ₹1.00 lakh and paid-up share capital of ₹1.00 lakh. Its revenue from operations stood at ₹34.91 crores as of March 31, 2025. This acquisition is not classified as a related party transaction.

Board Committee Reconstitution

Following the appointment of the new director, GEM Enviro Management reconstituted various board committees effective December 16, 2025. The new committee compositions include:

Audit Committee

• Suresh Kumar Gupta (Independent Director)
• Sandhya Kohli (Independent Director)
• Anil Kumar Behl (Managing Director)

Nomination and Remuneration Committee

• Suresh Kumar Gupta (Independent Director)
• Sandhya Kohli (Independent Director)
• Dinesh Pareekh

Corporate Social Responsibility Committee

• Anil Kumar Behl (Managing Director)
• Sandhya Kohli (Independent Director)
• Dinesh Pareekh (Non-Executive Director)

Stakeholders Relationship Committee

• Dinesh Pareekh
• Anil Kumar Behl (Managing Director)
• Suresh Kumar Gupta (Independent Director)

These developments position GEM Enviro Management to expand its environmental sustainability focus beyond waste management into renewable energy solutions through its new subsidiary.