Indiabulls Limited Announces Postal Ballot for Key Appointments and Corporate Restructuring

3 min read     Updated on 29 Dec 2025, 06:52 PM
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Overview

Indiabulls Limited has issued a postal ballot notice for shareholder approval on nine resolutions covering leadership appointments, director appointments, and corporate restructuring following a merger. Key proposals include appointing Mr. Gurbans Singh as Executive Chairman and Mr. Divyesh B. Shah as CEO, both for 5-year terms. Three independent directors are proposed for 3-year terms. The company aims to alter its main objects clause to align with Core Investment Company requirements. Approval is sought for increased charitable donations and higher statutory auditor remuneration. E-voting will be conducted from December 30, 2025, to January 28, 2026.

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Indiabulls Limited has issued a postal ballot notice seeking shareholder approval for significant corporate restructuring and key leadership appointments following the completion of its merger scheme. The company has proposed nine resolutions covering director appointments, constitutional changes, and operational matters.

Key Leadership Appointments

The postal ballot seeks approval for several critical leadership positions:

Position Appointee Term Effective Date
Executive Chairman Mr. Gurbans Singh (DIN: 06667127) 5 years October 31, 2025
Chief Executive Officer Mr. Divyesh B. Shah (DIN: 00010933) 5 years October 31, 2025
Whole-time Director (Re-appointment) Mr. Kubeir Khera (DIN: 03498226) 5 years January 1, 2026

Mr. Gurbans Singh, aged 64 years, brings extensive regulatory expertise as a retired Indian Revenue Services officer with over 22 years of government experience. He previously served as Joint Managing Director of Indiabulls Real Estate Limited and was Executive Chairman of Dhani Services Limited before its merger with the company.

Mr. Divyesh B. Shah, a 25-year veteran of the Indiabulls Group, has been instrumental in transforming the organization from a retail stockbroking outfit into a diversified financial services company. He previously served as Executive Director and CEO of Dhani Services Limited.

Independent Director Appointments

The company is seeking approval for three independent director appointments, each for three-year terms:

Director Background Term Period
Dr. Prabhat Kumar, IAS (Retd.) Former Additional Chief Secretary, UP Government October 31, 2025 to October 30, 2028
Mr. Rajinder Singh Nandal 40+ years experience in supply chain and real estate October 31, 2025 to October 30, 2028
Brig. Labh Singh Sitara (Retd.) Former Indian Army officer, sports achiever October 31, 2025 to October 30, 2028

Each independent director will receive sitting fees of up to ₹1.00 lakh per board meeting, with no other remuneration.

Corporate Restructuring Measures

Following the NCLT-approved scheme of arrangement that became effective on October 14, 2025, the company is proposing to alter its main objects clause in the Memorandum of Association. This change aims to align the company's objectives with Core Investment Company requirements as advised by the Reserve Bank of India.

The proposed new main objects focus on:

  • Investment company operations and securities trading
  • Real estate development and infrastructure management
  • Equipment leasing and EPC solutions
  • Consultancy and advisory services

Financial and Operational Approvals

The postal ballot includes approval for charitable donations exceeding the statutory limit of 5.00% of average net profits from the three preceding financial years. This enables the company to fulfill its business responsibility and sustainability obligations.

Additionally, shareholders will vote on increasing statutory auditor remuneration:

Parameter Details
Current Remuneration ₹5.00 lakhs annually
Proposed Remuneration ₹35.00 lakhs annually
Applicable Period Financial years 2025-26 and 2026-27
Justification Increased audit scope post-merger

Voting Process and Timeline

The company has engaged KFin Technologies Limited to provide e-voting facilities to shareholders. The voting process follows a structured timeline:

Event Date and Time
Cut-off Date December 26, 2025
E-voting Commencement December 30, 2025 at 10:00 AM
E-voting Closure January 28, 2026 at 5:00 PM
Results Declaration On or before January 30, 2026

Mr. Raj Kumar (Membership No. 501863), Partner of M/s AMRK & Associates, has been appointed as the scrutinizer to conduct the postal ballot process. Voting rights will be proportional to shareholding as on the cut-off date of December 26, 2025.

The postal ballot notice has been sent electronically to shareholders whose email addresses are registered with the company's registrar or depository participants. The comprehensive restructuring reflects the company's strategic positioning following the successful completion of its merger scheme involving multiple entities including Dhani Services Limited and Indiabulls Enterprises Limited.

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Indiabulls Board Approves Object Clause Changes for RBI Compliance

2 min read     Updated on 19 Dec 2025, 06:33 PM
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Overview

Indiabulls Limited's board approved alterations to the main object clause in its Memorandum of Association to comply with Core Investment Company regulations. The board authorized a postal ballot for shareholder approval of these changes. The modifications involve replacing existing sub-clauses 1 to 6 with new sub-clauses 1 to 4 in Clause III(A) of the Memorandum of Association, subject to regulatory approvals.

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*this image is generated using AI for illustrative purposes only.

Indiabulls Limited (formerly Yaari Digital Integrated Services Limited) announced the outcome of its board meeting, revealing significant corporate governance decisions aimed at regulatory compliance. The board approved alterations to the main object clause in the Memorandum of Association to align with Core Investment Company regulations and authorized a postal ballot for shareholder approval.

Board Decisions and Regulatory Compliance

The board of directors approved comprehensive changes to the company's operational framework through two primary resolutions:

  1. Alterations to the main object clause of the Memorandum of Association, subject to necessary regulatory approvals.
  2. Authorization of a postal ballot to secure shareholder consent for the proposed alterations.
Decision Area Details
Object Clause Changes Replacement of existing sub-clauses 1 to 6 with new sub-clauses 1 to 4
Target Clause Clause III(A) of Memorandum of Association
Compliance Purpose Align with Core Investment Company regulations
Regulatory Authority Reserve Bank of India

Shareholder Approval Process

The board authorized the implementation of a postal ballot mechanism to secure shareholder consent for the proposed alterations. This decision demonstrates the company's commitment to transparent corporate governance and stakeholder involvement in significant structural changes.

Key aspects of the postal ballot authorization include:

  • Purpose: Seek shareholder approval for main object alterations
  • Documentation: Draft postal ballot notice approved by the board
  • Scope: Covers proposed changes to company's main objects
  • Timeline: Subject to regulatory approval processes

Corporate Structure and Compliance

The alterations aim to make the company's main objects consistent with Core Investment Company requirements under applicable Reserve Bank of India regulations. This strategic alignment reflects the company's focus on regulatory compliance and operational clarity within the financial services sector.

Corporate Details Information
Company Secretary Ram Mehar
Registered Office 5th Floor, Plot No. 108, IT Park, Udyog Vihar, Phase 1, Gurgaon 122016
Corporate Office One International Center, Tower-1, 4th Floor, S.B. Marg, Elphinstone (W), Mumbai 400013
CIN L51101HR2007PLC077999
Stock Exchanges BSE Limited and National Stock Exchange of India Limited

The company has communicated these developments to both BSE Limited and National Stock Exchange of India Limited under Regulation 30 of SEBI Listing Regulations, ensuring full regulatory disclosure compliance.

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