HP Adhesives Limited has issued a postal ballot notice to shareholders seeking approval for the appointment of Dr Chandra Sekhar Nettem as Non-Executive Independent Director. The company announced this development through a regulatory filing dated 27th February, 2026, following the Board of Directors' earlier decision on 12th February, 2026.

Director Appointment Details

The proposed appointment seeks to designate Dr Chandra Sekhar Nettem (DIN: 10646814) as Non-Executive Independent Director for a term of five years. The appointment period is scheduled from 12th February, 2026 to 11th February, 2031, with the director not liable to retire by rotation.

Remote E-Voting Process

The company has implemented a comprehensive remote e-voting system for shareholder approval, partnering with Central Depository Services (India) Limited (CDSL) to facilitate the electronic voting process. The voting mechanism follows regulatory compliance requirements under various MCA circulars.

Director's Professional Background

Dr Chandra Sekhar Nettem brings substantial international experience and educational credentials to the board position. His professional background spans multiple countries and sectors, with particular expertise in business architecture and advisory roles.

Educational Qualifications:

• Ph.D from University of Cambridge, UK (Materials Science & Metallurgy)
• MBA from University of Chicago (Graduate School of Business)

Professional Experience:

• Currently operates as Business Architect/Advisor across various sectors
• Former Chief Operating Officer at Sentini FloPipes India Pvt. Ltd, achieving annual turnover of over INR 150 Crores with over 400 employees
• Former Director (Business Development) for Belgian joint venture, Aliaxis - Ashirvad in India
• Technical Project Leader at TWI in the Lasers section at Cambridge, UK
• Experience with Lloyd's Register of Shipping, London
• Chartered Engineer and Chartered Scientist credentials

Committee Memberships

Upon appointment, Dr Nettem will serve as a member of multiple board committees, enhancing the company's governance structure through his participation in key oversight functions.

Proposed Committee Roles:

• Member of Nomination & Remuneration Committee
• Member of Stakeholder's Relationship Committee
• Member of Corporate Social Responsibility Committee

Regulatory Compliance

The appointment process adheres to multiple regulatory frameworks, including provisions under the Companies Act, 2013, and SEBI Listing Regulations. The company has received necessary declarations from Dr Nettem confirming his independence criteria and eligibility for the director position.

The postal ballot notice is available on the company's website at www.hpadhesives.com and on the websites of BSE Limited and National Stock Exchange of India Limited. Shareholders can access detailed voting instructions and procedural guidelines through these platforms and the CDSL e-voting portal at www.evotingindia.com .

HP Adhesives Limited has announced its financial results for the third quarter ended December 31, 2025, alongside significant board restructuring and disclosure of a recent fire incident at its manufacturing facility. The company submitted clarification letters to stock exchanges addressing procedural corrections and provided comprehensive details of board meeting outcomes.

Financial Performance Overview

The company's consolidated financial results for Q3FY26 demonstrate mixed performance compared to the previous year. Total income reached ₹6,629.66 lakhs for the quarter, while profit after tax stood at ₹162.22 lakhs.

For the nine months ended December 31, 2025, the company reported consolidated revenue from operations of ₹19,653.23 lakhs compared to ₹18,612.84 lakhs in the corresponding period of the previous year, representing a growth of 5.59%. However, profit after tax for the nine-month period was ₹934.97 lakhs against ₹1,398.89 lakhs in the previous year.

Board Restructuring and Leadership Changes

The company's board approved the appointment of Dr Chandra Sekhar Nettem as Additional Independent Director for a five-year term from February 12, 2026, to February 11, 2031, subject to shareholder approval. Dr Nettem brings extensive experience as a Business Architect and Advisor with deep expertise in the Building Materials Industry.

Simultaneously, Mr Ajeet Anant Walavalkar resigned from his position as Independent Director effective February 12, 2026, citing health conditions. His resignation also resulted in his cessation as member of the Nomination & Remuneration Committee, Stakeholder's Relationship Committee, and Corporate Social Responsibility Committee.

Committee Reconstitution

Following the board changes, the company reconstituted its key committees with Dr Nettem replacing Mr Walavalkar across all committee memberships. The Nomination & Remuneration Committee now comprises Mr Surendra Kumar Mehta as Chairman, with Mr Rajendra Kumar Jain and Dr Chandra Sekhar Nettem as members. Similar restructuring occurred for the Stakeholder's Relationship Committee and Corporate Social Responsibility Committee.

Fire Incident and Operational Impact

The company disclosed a significant fire incident that occurred on January 17, 2026, at its Plant-Unit-I located at Survey no. 7, Narangi Village, Khalapur, Khopoli, District Raigad, Maharashtra. The incident resulted in damage to property, plant and equipment, as well as inventory, while reporting no casualties or injuries.

The fire temporarily disrupted operations of the company's main product category of Solvent Cement. HP Adhesives has activated standby production facilities at adjoining buildings and implemented alternate production arrangements to minimize impact on production schedules and customer supplies. The company has initiated insurance claim procedures, with assessment subject to surveyor evaluation and policy terms.

Exceptional Items and Regulatory Matters

The company reported exceptional items totaling ₹48.64 lakhs for the quarter, primarily related to regulatory compliance costs. These include GST audit-related payments of ₹32.34 lakhs and CESTAT order compliance costs of ₹6.58 lakhs. Additionally, the implementation of new Labour Codes resulted in an incremental gratuity liability impact of ₹42.06 lakhs, reflecting regulatory-driven changes in wage definitions.

IPO Proceeds Utilization

The company provided an update on IPO proceeds utilization, showing near-complete deployment of the ₹9,669.12 lakhs raised. As of December 31, 2025, ₹9,655.23 lakhs have been utilized, leaving a balance of ₹13.89 lakhs primarily allocated for capital expenditure requirements. The unutilized funds remain invested in fixed deposits with scheduled commercial banks.