Shalimar Paints Completes Postal Ballot Notice Dispatch for Director Re-appointment

Shalimar Paints Limited has successfully completed the dispatch of its postal ballot notice seeking shareholder approval for the re-appointment of Ms. Shan Jain as an Independent Director. The company has now published the public notice in newspapers and confirmed all regulatory compliance requirements have been met for the upcoming e-voting process.

Postal Ballot Dispatch Completion

The company has fulfilled its regulatory obligations under Regulation 30 and 47 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The postal ballot notice was dispatched electronically to all eligible shareholders on January 6, 2026, and the public notice was published in newspapers on January 7, 2026.

Parameter:	Details
Notice Dispatch Date:	January 6, 2026
Newspaper Publication:	January 7, 2026
Publications:	Financial Express (All Editions), Jansatta (Hindi Edition)
Regulatory Compliance:	SEBI Regulations 30 & 47
Companies Act Compliance:	Section 108, 110 and applicable rules

E-voting Schedule and Process

The remote e-voting process will be conducted exclusively through Central Depository Services (India) Limited (CDSL) platform. No physical ballot forms will be issued, ensuring a completely digital voting experience for shareholders.

Parameter:	Details
E-voting Start:	January 8, 2026 at 09:00 AM (IST)
E-voting End:	February 6, 2026 at 05:00 PM (IST)
Cut-off Date:	January 2, 2026
Resolution Type:	Special Resolution
Scrutinizer:	Mr. Ankush Agarwal (COP No 14486)
Service Provider:	Central Depository Services (India) Limited (CDSL)

Director Re-appointment Details

The Board seeks approval for Ms. Shan Jain's re-appointment for a three-year term as an Independent Director. Her current term expires on February 12, 2026, and the proposed second term would commence immediately thereafter.

Parameter:	Details
Director Name:	Ms. Shan Jain (DIN: 09661574)
Position:	Independent Director
Term Duration:	Three consecutive years
Effective Period:	February 13, 2026 to February 12, 2029
Rotation Liability:	Not liable to retire by rotation
Board Meeting Attendance:	5/5 meetings in FY2025-26

Professional Background and Current Roles

Ms. Shan Jain brings over 33 years of experience in marketing and brand consulting to the Board. She currently serves as founder of Bridge to Ocean 29, partnering with promoters, founders, and CMOs of B2B and B2C companies to drive brand-led business transformation and optimize marketing investments.

Her advisory portfolio encompasses both funded startups and established businesses across industrials, manufacturing, food, construction, and retail sectors. She holds board positions at Infra.Market (Hella Infra Market Limited) and Carrier Airconditioning & Refrigeration Limited.

Regulatory Compliance and Voting Access

The postal ballot notice has been sent electronically to all members whose email addresses are registered with the Company or Depositories as on the cut-off date of January 2, 2026. Members can vote through the CDSL e-voting platform at www.evotingindia.com using their demat account credentials or registered folio numbers.

The results will be announced within two working days from the conclusion of e-voting, and the resolution, if passed by requisite majority, shall be deemed to have been passed on February 6, 2026. The company has confirmed that Ms. Jain is not related to other Directors and is not debarred from holding directorship by any regulatory authority.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
-3.68%	+14.32%	+13.93%	-26.41%	-45.76%	-29.73%

Shalimar Paints Limited has received a regulatory disclosure from Hella Infra Market Limited (formerly known as Hella Infra Market Private Limited) regarding the encumbrance of equity shares under Regulation 31 of SEBI's Substantial Acquisition of Shares and Takeovers Regulations, 2011.

Share Pledging Details

Hella Infra Market Limited pledged 80.50 lakh equity shares of Shalimar Paints in two tranches during September-December 2025 in favor of Catalyst Trusteeship Limited. The pledging details are as follows:

Transaction Date:	Shares Pledged	Percentage of Share Capital
September 29, 2025:	23,03,621	2.75%
December 4, 2025:	57,47,126	6.87%
Total:	80,50,747	9.62%

All pledged shares have been placed in favor of Catalyst Trusteeship Limited, acting as debenture trustee on behalf of NCD subscribers.

Background Transaction Structure

The share pledge relates to non-convertible debentures (NCDs) issued by Hella Infra Market Retail Private Limited, a subsidiary of Hella Infra Market Limited. The debenture issuance details include:

Parameter:	Details
Total NCD Value:	₹250.00 crores
Number of Debentures:	2,500
Debenture Type:	Senior, secured, redeemable, unlisted
ISIN Code:	INE0P6G07046
Credit Rating:	Unrated

The debentures were issued to Kotak Private Credit Fund and Infina Finance Private Limited on August 30, 2023, and October 17, 2023, respectively.

Promoter Holdings Context

Hella Infra Market Limited holds a significant stake in Shalimar Paints Limited with total promoter shareholding details:

Holding Details:	Numbers	Percentage
Total Promoter Shares:	6,27,51,151	74.96%
Previously Encumbered:	3,61,92,174	43.23%
Additional Encumbrance:	80,50,747	9.62%
Post-Event Encumbered:	4,42,42,921	52.85%

Regulatory Compliance

The disclosure has been made in compliance with SEBI's master circular dated February 16, 2023, bearing reference number SEBI/HO/CFD/PoD-1/P/CIR/2023/31. The encumbrance serves as additional security for the debenture holders and is part of the overall debt arrangement structure.

The funds raised through the NCD issuance are intended for general corporate purposes of the issuing subsidiary. Catalyst Trusteeship Limited, being a registered trustee service provider, acts on behalf of and for the benefit of the NCD subscribers in this arrangement. The disclosure was signed by Souvik Pulakesh Sengupta, Whole Time Director and CEO of Hella Infra Market Limited, on December 11, 2025.