LT Foods Limited has issued a comprehensive postal ballot notice dated March 09, 2026, seeking shareholder approval for multiple strategic appointments and business expansion initiatives. The company has scheduled the e-voting process to facilitate member participation in key corporate decisions.

E-Voting Schedule and Process

The postal ballot e-voting will commence on Tuesday, March 10, 2026 at 09.00 A.M. (IST) and conclude on Wednesday, April 08, 2025 at 5.00 P.M. (IST). The company has appointed Mr. Debasis Dixit, Proprietor of M/s. D Dixit & Associates, as the scrutinizer to conduct the postal ballot process in a fair and transparent manner.

Independent Director Re-appointments

The postal ballot includes proposals for re-appointing two existing independent directors for second terms. Mr. Abhiram Seth (DIN: 00176144), currently 74 years old, seeks re-appointment for five consecutive years from July 22, 2026 to July 21, 2031. His first term began on July 22, 2021, and the re-appointment requires special resolution approval as he will attain 75 years during the proposed tenure.

Ms. Ambika Sharma (DIN: 08201798), aged 63 years, is proposed for re-appointment as independent director for five consecutive years from March 10, 2026 to March 09, 2031. She initially joined the board on March 10, 2021, and has received positive performance evaluation during her first term.

New Director Appointments

The company proposes to appoint Ms. Rima Gupta (DIN: 00360408) as a new independent director for five consecutive years from April 08, 2026 to April 07, 2031. Ms. Gupta, aged 62 years, brings nearly four decades of professional experience in marketing and brand strategy, having worked with leading organizations including Nestlé, ITC Limited, Tata Motors, and Unilever.

Whole-Time Director Appointment

A significant proposal involves appointing Mr. Ashok Kumar Arora (DIN: 02259429) as whole-time director designated as Executive Director for three consecutive years from April 08, 2026 to April 07, 2029. Mr. Arora, aged 66 years, is one of the founding promoters and currently serves as President – Punjab Operations.

The appointment structure ensures that Mr. Arora will receive remuneration of ₹2.80 crore per annum (₹2.30 crores fixed pay and ₹50 lacs variable pay) solely from Daawat Foods Limited, the wholly owned subsidiary, with no remuneration from the parent company for this office.

Business Expansion Initiative

The postal ballot includes a special resolution to alter the Object Clause of the company's Memorandum of Association. The proposed amendment will enable LT Foods to establish and operate commercial testing laboratories, offering analytical and quality assurance services to third parties.

The new object clause will allow the company to:

• Acquire, promote, and establish testing laboratories and research facilities • Conduct examinations and analysis for government and private entities • Provide testing services for food items, chemicals, agricultural products, and industrial materials • Offer quality assurance and certification services

This expansion leverages the company's existing laboratory infrastructure used for in-house product testing, creating additional revenue streams while maintaining focus on the core food business.

Remuneration Details

The independent directors will receive sitting fees for attending board and committee meetings as approved by the company. For the financial year 2024-25, Mr. Abhiram Seth received ₹4,60,000 and Ms. Ambika Sharma received ₹5,55,000 in gross remuneration including sitting fees.

The postal ballot notice emphasizes that all proposed appointments align with the company's strategic objectives and regulatory requirements. Members holding shares as on the cut-off date of March 06, 2026, are eligible to participate in the e-voting process through the NSDL platform.

LT Foods Limited's Board of Directors concluded their meeting on February 26, 2026, approving significant director appointments and corporate structure changes. The board meeting, held from 2:30 PM to 3:40 PM IST, addressed key governance matters pursuant to Regulation 30 of SEBI Listing Regulations, with all decisions subject to shareholder approval through postal ballot process.

Director Appointments and Re-appointments

The board approved multiple director appointments based on recommendations from the Nomination & Remuneration Committee. The appointments include both re-appointments of existing independent directors and new appointments to strengthen board composition.

Director Profiles and Expertise

Mr. Abhiram Seth holds a Graduate degree in Economics from Delhi University and Master's in Management Studies from Jamnalal Bajaj Institute, Bombay University. He is the founder of Aquagri, an enterprise promoting aqua agriculture through self-help groups, and served as Executive Director – Exports & External Affairs at PepsiCo India.

Mrs. Ambika Sharma graduated summa cum laude with Gold Medal in Business Economics from Delhi University. She brings over 30 years of experience in international trade and economic relations, having served as Director General – International at FICCI. Her expertise spans foreign trade policy, bilateral and regional engagements.

Ms. Rima Gupta contributes nearly 40 years of professional experience in marketing and brand strategy across diverse sectors including FMCG, IT, hospitality, and automobiles. She has worked with leading organizations including Nestle, ITC Limited, Tata Motors, and Unilever, and is the founder of Open Doors Consult.

Mr. Ashok Kumar Arora, part of the promoter group, brings extensive experience in FMCG business operations and product sourcing. Currently serving as President – Punjab Operations at LT Foods Limited, he is also a Director on the Board of Daawat Foods Limited, a wholly owned subsidiary.

Memorandum of Association Amendment

The board approved significant changes to the company's Object Clause by inserting new sub-clause III(A)(5). The amendment expands the company's business scope to include:

Regulatory Compliance and Next Steps

The company has established March 6, 2026 as the cut-off date for determining member eligibility for the postal ballot notice and e-voting process. All proposed directors have been confirmed as not being debarred from holding directorship positions by SEBI or any other regulatory authority.

The appointments align with the company's strategic governance objectives and regulatory compliance requirements. Mr. Ashok Kumar Arora's appointment strengthens the promoter group representation, as he is related to existing leadership including Chairman & Managing Director Mr. Vijay Kumar Arora, CEO and Managing Director Mr. Ashwani Kumar Arora, and Managing Director Mr. Surinder Kumar Arora.