Uttar Pradesh Chief Minister Yogi Adityanath has entered into a strategic agreement with Minda Corporation during his official visit to Tokyo, marking a significant step towards enhancing automotive parts manufacturing in the state.

Strategic Partnership Details

The agreement was signed in Tokyo as part of the Chief Minister's international outreach efforts to attract investment and boost industrial development in Uttar Pradesh. This partnership focuses specifically on expanding automotive parts manufacturing capabilities within the state.

Manufacturing Expansion Initiative

The collaboration between the Uttar Pradesh government and Minda Corporation represents a strategic move to strengthen the state's automotive manufacturing ecosystem. This agreement is expected to contribute to the state's industrial growth and enhance its competitiveness in the automotive components sector.

Implications for Uttar Pradesh

This partnership aligns with Uttar Pradesh's broader industrial development strategy, potentially creating new opportunities for employment generation and skill development in the automotive sector. The agreement underscores the state government's commitment to attracting private sector investment and fostering industrial growth through strategic partnerships with established manufacturers.

Minda Corporation Limited has issued a comprehensive postal ballot notice to shareholders seeking approval for amendments to its employee stock option schemes and the introduction of a new long-term incentive program. The notice, dated February 12, 2026, outlines four special resolutions that require shareholder approval through remote e-voting.

Key Resolutions for Shareholder Approval

The Minda Corporation postal ballot notice presents four special resolutions for consideration:

ESOP 2017 Amendment Details

The company proposes significant changes to its existing Employee Stock Option Scheme 2017. The amendment involves reducing the employee stock option pool reserved under ESOP 2017 by 32,18,517 options, bringing the total from 53,41,840 options down to 21,23,323 options. Each option converts into one equity share upon exercise, and the decreased option pool will be transferred to the newly proposed ESOP 2025 without any fresh issuance of equity shares.

New ESOP 2025 Scheme Framework

The proposed Minda Employee Stock Option Scheme 2025 represents a strategic shift toward performance-linked grant criteria. The new scheme will encompass 32,18,517 employee stock options, sourced from existing unutilized shares held by the trust under the earlier scheme. This approach ensures no incremental dilution of existing shareholders' holdings or voting rights.

Performance-Based Allocation Criteria

The ESOP 2025 introduces a robust performance-driven allocation framework:

• Corporate Performance: Grant eligibility linked to specific revenue and EBITDA thresholds
• Market Capitalization: Eligibility dependent on meeting market capitalization milestones
• Enhanced Governance: Clear performance conditions prior to option grants

Voting Timeline and Process

The remote e-voting process follows a structured timeline to ensure comprehensive shareholder participation:

The postal ballot notice has been sent electronically to shareholders whose email addresses are registered with the depositories, depository participants, or the company as of the cut-off date. The company has appointed Mr. Biswajit Ghosh and Mr. Pramod SM from BMP & Co. LLP as scrutinizers for conducting the postal ballot process.

Eligible Employee Categories

The ESOP 2025 scheme extends coverage to multiple employee categories across the Minda Corporation ecosystem. Eligible participants include employees exclusively working in India or outside India, whole-time and non-executive directors (excluding promoters), and employees of group companies including subsidiaries and associate companies. The scheme specifically excludes promoters, directors holding more than 10.00% of outstanding shares, and independent directors.

Scheme Implementation Structure

The new ESOP 2025 will be implemented through the existing Minda Corporation Limited Employee Stock Option Scheme Trust under the supervision of the Board or its designated committee. The scheme features a vesting period ranging from a minimum of 1 year to a maximum of 5 years from the grant date, with an exercise period of up to 1 year from the vesting date. The maximum number of options that may be granted to any specific employee in a financial year is capped at 5,00,000 options.

Source: Minda Corporation Limited Postal Ballot Notice