IFGL Refractories Limited Issues Postal Ballot Notice for Key Executive Re-appointments

IFGL Refractories Limited has issued a postal ballot notice dated January 2, 2026, seeking shareholder approval for the re-appointment of two key executive positions through special resolutions. The company has engaged National Securities Depository Limited (NSDL) to provide remote e-voting facility to its members for this corporate governance exercise.

Executive Re-appointments Under Consideration

The postal ballot addresses two critical leadership positions requiring shareholder approval:

Position	Executive	Current Term	Proposed New Term
Executive Chairman	Mr. Shishir Kumar Bajoria (DIN: 00084004)	Expires March 31, 2026	April 1, 2026 to March 31, 2029
Director-General Counsel	Mr. Rajesh Agarwal (DIN: 09786410)	-	November 12, 2025 to November 11, 2028

Both appointments are for three-year terms and the executives will be liable to retire by rotation. The Board of Directors approved these re-appointments at their meeting held on November 8, 2025, following recommendations from the Nomination and Remuneration Committee.

Remuneration Structure for Executive Chairman

The remuneration package for Mr. Shishir Kumar Bajoria includes comprehensive benefits structured as follows:

Component	Details
Basic Salary	₹20,00,000.00 per month with yearly increment not exceeding 25%
Commission	1% per annum of eligible Net Profit
Accommodation	Company leased rent-free furnished accommodation at actual cost
Medical Benefits	Reimbursement of medical expenses for self and family at actual
Insurance	Personal Accident/Medical Insurance as per Company's scheme
Retirement Benefits	₹60,000.00 per month contribution under Section 80CCD(2)

Mr. Bajoria's previous remuneration for FY 2024-25 was ₹309.04 lakhs. The agreement was executed on December 5, 2025, and includes provisions for minimum remuneration during periods of loss or inadequate profit.

Director-General Counsel Compensation

Mr. Rajesh Agarwal's remuneration structure reflects his legal and corporate expertise:

Component	Amount/Benefit
Basic Salary	₹2,09,88,288.00 per annum
Annual Increment	Minimum 12.5% of prevailing basic salary
Meal Allowance	₹2,500.00 per month (Sodexo Meal Coupon)
Transportation	Company-maintained car with fuel reimbursement
Club Membership	Corporate membership of Kolkata club
Retirement Contribution	₹60,000.00 per month under Section 80CCD(2)

Mr. Agarwal drew ₹185.49 lakhs in remuneration during FY 2024-25. His agreement was executed on November 13, 2025.

E-voting Process and Timeline

Shareholders can participate in the decision-making process through the remote e-voting facility:

Parameter	Date/Time
E-voting Commencement	January 7, 2026 (9:00 AM IST)
E-voting Conclusion	February 5, 2026 (5:00 PM IST)
Cut-off Date	December 31, 2025
Results Declaration	On or before February 9, 2026

The company has appointed M/s. P Sarawagi & Associates, Company Secretaries, as the scrutinizer for the e-voting process. Electronic copies of the notice have been sent to shareholders whose email addresses are registered with the company or depositories.

Company Performance Context

IFGL Refractories Limited reported strong financial performance for FY 2024-25:

Metric	Standalone (₹ lakhs)	Consolidated (₹ lakhs)
Total Income	1,01,386.49	1,67,044.20
Profit Before Tax	7,455.49	5,954.09
Profit After Tax	5,760.29	4,297.74
Export Performance	25,452.18	-

The company operates as a prominent manufacturer and trader of specialized refractory products, serving primarily the iron and steel industry. Both executives bring significant experience to their roles, with Mr. Bajoria holding 29,63,284 equity shares (4.11% stake) and Mr. Agarwal holding 4,638 equity shares (0.006% stake) as of December 31, 2025.

Shareholders can access the complete postal ballot notice on the company's website at www.ifglgroup.com under the 'Investor' section, as well as on NSDL's e-voting platform at www.evoting.nsdl.com .

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-3.23%	-3.92%	-1.71%	-28.67%	-10.66%	+47.67%

IFGL Refractories Ltd has announced a key leadership appointment in its human resources department, strengthening its management structure with the addition of an experienced HR professional.

New Chief Human Resource Officer Appointment

The company has appointed Mr. Abhay Kapoor as Chief Human Resource Officer (CHRO) with effect from December 17, 2025. This appointment brings over 25 years of strategic HR experience to the leadership team.

Position Details	Information
Appointee	Mr. Abhay Kapoor
Designation	Chief Human Resource Officer (CHRO)
Effective Date	December 17, 2025
Father's Name	Mr. Govind Ram Kapoor

Professional Background and Qualifications

Mr. Kapoor brings substantial expertise to his new role with over 25 years of rich experience in Strategic HR, HR Operations, and Industrial Relations. His professional focus includes expertise in Organisation Development and optimal Human Resource Development utilization.

Educational Qualifications

Bachelor's degree in Science (Mathematics)
MBA in HR (PMIR)
LLB (Bachelor of Laws)

Organizational Changes

Following Mr. Kapoor's appointment as CHRO, there has been a restructuring in the HR department hierarchy. Dr. Sushil Kumar Ojha, who was previously serving as Senior General Manager-HR of the company, has ceased to be Senior Management Personnel in terms of SEBI LODR, 2015 regulations.

Organizational Change	Details
Previous Role	Dr. Sushil Kumar Ojha - Senior General Manager-HR
New Reporting Structure	Dr. Ojha will now report to CHRO Mr. Abhay Kapoor
Regulatory Impact	Dr. Ojha no longer classified as Senior Management Personnel under SEBI LODR

Regulatory Compliance

The appointment disclosure was made pursuant to Regulation 30 read with Clause 7 of Para A of Part A of Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The announcement has been hosted on the company's website at https://ifglgroup.com/ and is available in the investor announcements section.