ISGEC Heavy Engineering Limited has initiated a postal ballot process to seek shareholder approval for the re-appointment of four key directors. The company announced the e-voting schedule and detailed terms for each directorial position in its regulatory filing dated February 24, 2026.

E-voting Schedule and Process

The company has established a comprehensive timeline for the postal ballot process through remote e-voting only. National Securities Depository Limited (NSDL) will provide the e-voting services, with Mr. Pramod Kothari appointed as the Scrutinizer to ensure a fair and transparent process.

Director Re-appointments and Resolutions

The postal ballot covers four resolutions for director re-appointments, each with specific terms and remuneration structures.

Managing Director Remuneration Package

Mr. Aditya Puri's re-appointment as Managing Director includes a comprehensive remuneration structure for the five-year term. The package comprises basic salary, perquisites, and performance-based commission components.

Mr. Aditya Puri, son of Promoter and Non-executive Director Mr. Ranjit Puri, holds 45,68,080 equity shares representing 6.21% of the company. He has been associated with the company for over three decades and holds qualifications from Cambridge University, U.K.

Joint Managing Directors' Compensation

Both Joint Managing Directors will receive structured remuneration packages within prescribed limits under the Companies Act, 2013.

Mr. Kishore Chatnani (Joint Managing Director & CFO)

• Basic Salary: Rs.8,32,270/- per month
• Total Remuneration Cap: Rs.3.52 crore for financial year 2026-27
• Additional Role: Chief Financial Officer and Key Managerial Personnel
• Experience: Over 30 years in finance, operations, and treasury management

Mr. Sanjay Gulati (Joint Managing Director & Head-Manufacturing)

• Basic Salary: Rs.8,41,563/- per month
• Total Remuneration Cap: Rs.3.53 crore for financial year 2026-27 (including remuneration from Isgec Hitachi Zosen Limited)
• Additional Role: Head-Manufacturing Units and Managing Director of joint venture Isgec Hitachi Zosen Limited
• Experience: Over 30 years in manufacturing, exports, and project management

Independent Director Re-appointment

Mr. Arvind Sagar's re-appointment as Independent Director for a second consecutive term requires approval through a Special Resolution. He brings over 30 years of experience in process excellence, change management, and business consulting, with qualifications from IIT (BHU) Varanasi and XLRI Jamshedpur.

Shareholding and Governance

The Promoter and Promoter Group, including Mr. Aditya Puri, collectively hold 4,59,04,888 equity shares, representing 62.43% of the company's equity share capital. The postal ballot process ensures compliance with regulatory requirements under the Companies Act, 2013, and SEBI Listing Regulations.

Shareholders can access the complete postal ballot notice on the company's website at www.isgec.com and participate in the e-voting process through NSDL's platform at www.evoting.nsdl.com .

Isgec Heavy Engineering Limited delivered strong financial performance in the third quarter of FY26, demonstrating robust growth across key metrics. The company held its earnings conference call on February 10, 2026, to discuss results for the quarter and nine months ended December 31, 2025.

Financial Performance Highlights

The company reported impressive growth in both standalone and consolidated operations during Q3 FY26.

The significant improvement in consolidated profit from continuing operations was attributed to better performance at Isgec Heavy Engineering Limited and higher profits from the joint venture subsidiary, Isgec Hitachi Zosen Limited. The company's manufacturing divisions showed improved efficiency and capacity utilization, contributing to the strong margin expansion.

Order Book Performance

Isgec Heavy Engineering maintained strong order booking momentum during the quarter, securing new business across diverse sectors.

The order book composition shows healthy diversification across sectors and geographies. Export orders constitute INR1,629 crores, representing 21% of the standalone order book. The management highlighted that private sector orders now comprise 85% of the total order book, with PSU and government orders accounting for 15%. This shift toward private sector orders is expected to improve payment terms and reduce working capital requirements.

Major Expansion Initiatives

The company's Board approved significant capital investments to expand manufacturing capabilities across multiple divisions.

Machine Building Division Expansion

The Machine Building Division, which currently generates INR400 crores annually, is being expanded to manufacture presses and industrial machinery. The expansion will cater to automotive presses, forging presses, defense applications, and nuclear sector requirements.

Additional Facility Investments

The company announced several other strategic investments:

• Machining Facility for Iron Castings: INR22.60 crores investment to establish in-house machining capabilities, expected to generate INR20 crores additional value annually
• Skids and Modules Facility at Dahej: Investment increased from INR87 crores to INR110 crores to meet anticipated demand from export and domestic markets, with completion planned by March 2027-2028

Financial Position and Borrowings

The company maintained a healthy financial position with controlled borrowing levels. On a standalone basis, total borrowings stood at INR670 crores as of December 31, 2025, compared to INR598 crores in September 2025. Net borrowings after deducting investments were INR433 crores versus INR429 crores in the previous quarter.

Consolidated net external borrowings decreased significantly to INR317 crores from INR656 crores in September 2025, representing a reduction of approximately INR340 crores during the quarter. The company funded capital expenditure of INR86 crores on standalone basis and INR100 crores on consolidated basis through internal accruals during the nine-month period.

Market Outlook and Strategy

Management expressed optimism about market demand trends, noting that overall demand continues to be encouraging with robust inquiry positions. Export inquiries have shown particular improvement, aligning with the company's strategic focus on international markets. The company is targeting better margins and improved payment terms through increased export participation.

The diversified order book spans multiple sectors including steel, cement, refineries, sugar, chemicals, and automotive industries. This diversification strategy aims to reduce dependence on any single industry and provide stability across economic cycles.