Polycab India Limited has issued a comprehensive postal ballot notice to shareholders, seeking approval for five critical resolutions related to board restructuring and director appointments. The notice, dated January 23, 2026, outlines significant changes in the company's leadership structure as part of its long-term strategy and succession planning.

Key Resolutions for Shareholder Approval

The postal ballot encompasses five distinct resolutions that will shape the company's board composition and leadership roles:

E-voting Timeline and Process

The company has established a comprehensive e-voting framework to facilitate shareholder participation. The remote e-voting facility will be provided by National Securities Depository Limited (NSDL), ensuring secure and efficient voting processes.

Leadership Restructuring Details

The proposed changes represent a significant restructuring of the company's executive leadership. Mrs. Manju Agarwal, who has served as an Independent Director since January 19, 2023, is being recommended for re-appointment for a second term of two consecutive years, from January 19, 2026, to January 18, 2028.

Both Mr. Bharat A. Jaisinghani and Mr. Nikhil R. Jaisinghani, currently serving as Executive Directors, will transition to Joint Managing Director roles. Their current terms extend until May 12, 2026, with proposed re-appointments for five-year terms from May 13, 2026, to May 12, 2031.

Remuneration and Performance Metrics

The postal ballot notice reveals the recent remuneration details for the executive directors. Mr. Bharat A. Jaisinghani received ₹ 27.29 million in FY 2024-25, while Mr. Nikhil R. Jaisinghani received ₹ 26.80 million during the same period. The proposed remuneration structure includes basic salary not exceeding ₹ 14.94 million per annum with annual increments not exceeding 20% of the annual salary.

Compliance and Regulatory Framework

The postal ballot process adheres to multiple regulatory requirements, including Section 108 and 110 of the Companies Act, 2013, SEBI Listing Regulations, and various MCA circulars. The notice emphasizes that only electronic voting will be permitted, with no physical postal ballot forms being distributed to shareholders.

Shareholders whose email addresses are registered with the company or depositories as of the cut-off date will receive the postal ballot notice electronically. The company has engaged KFin Technologies Limited as the Registrar and Share Transfer Agent to facilitate the process.

Polycab India has received a maintained BUY rating from Motilal Oswal with a target price of ₹9,600, despite facing margin pressures from rising raw material costs. The brokerage's recommendation is based on 40x FY28E EPS valuation.

Strong Revenue Performance Amid Cost Challenges

Polycab India delivered robust financial performance in Q3FY26, with revenue growth reaching approximately 46% year-on-year. The growth was primarily driven by the cables & wires segment, which expanded by approximately 54% during the quarter.

Margin Pressure from Raw Material Inflation

Despite strong top-line growth, the company faced margin compression due to steep raw material cost inflation. The adjusted operating profit margin stood at 12.90%, declining by 85 basis points year-on-year and falling 160 basis points below estimates. This margin impact was partly attributed to approximately 25 basis points of employee cost provisioning.

Advertising and promotional spending as a percentage of revenue increased by 50 basis points year-on-year and 70 basis points quarter-on-quarter, reflecting the company's continued investment in brand building and market expansion.

Financial Performance Metrics

The company's adjusted EBITDA reached ₹9.90 billion, representing 37% year-on-year growth and meeting analyst estimates. Adjusted profit after tax stood at ₹6.50 billion, marking 42% year-on-year growth and aligning with projections.

Liquidity Position Outlook

Motilal Oswal expects Polycab India's liquidity position to further improve, with estimated net cash projected to reach ₹29.80 billion in FY28E compared to ₹30.30 billion as of December 2025. This strong cash position is expected to support the company's growth initiatives and operational flexibility.

The brokerage maintains its positive outlook on the company despite near-term margin pressures, citing the strong revenue momentum and robust market position in the cables and wires segment.