Uniparts India Limited has announced a postal ballot notice for seeking shareholder approval on revision in managerial remuneration of Ms. Tanushree Bagrodia, Whole Time Director of the company. The notice, dated December 05, 2025, has been issued in compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

E-Voting Schedule and Process

The company has engaged MUFG Intime India Private Limited as the Registrar and Share Transfer Agent to provide remote e-voting facility to shareholders. The e-voting process will be conducted exclusively through electronic mode, with no physical postal ballot forms being used.

Proposed Remuneration Revision

The special resolution seeks approval for revision in remuneration of Ms. Tanushree Bagrodia, who was appointed as Whole Time Director with effect from November 25, 2024. The proposed revision will be effective from January 01, 2026, for the remaining period of her tenure ending on November 24, 2027.

The revised remuneration represents an increase from the previously approved CTC of ₹2,96,72,000. Additionally, Ms. Bagrodia will be entitled to up to 10% annual increase in remuneration, subject to recommendation of the Nomination and Remuneration Committee and Board approval.

Key Terms and Conditions

The remuneration package includes several additional benefits and entitlements:

• Company's contribution to statutory funds, personal and medical insurance, and leave encashment as per company rules
• Stock options under Employee Stock Option Scheme based on annual performance
• Reimbursement of business travel expenses and provision of company car
• Insurance coverage for business travel as per company policy
• No sitting fees for attending Board/Committee/General meetings

Company's Financial Performance

The explanatory statement provides the company's financial performance over the preceding three years to justify the remuneration revision:

Standalone Results:

Consolidated Results:

Director Profile and Justification

Ms. Tanushree Bagrodia holds a Bachelor's degree in Computer Engineering and an MBA from INSEAD. She has over two decades of experience across financial services, automotive, and startup sectors. The company has elevated her to the position of Group Chief Executive Officer with effect from December 05, 2025, recognizing her strategic vision and executional capabilities.

The Board and Nomination and Remuneration Committee have evaluated the proposed remuneration considering industry benchmarks, company size, and her profile and responsibilities. The company expects that her leadership will guide Uniparts into its next phase of growth.

Voting Instructions

Shareholders whose email addresses are registered with the company, registrar, or depositories as on the cut-off date will receive the postal ballot notice electronically. Only members appearing in the Register of Members as on December 19, 2025, will be eligible to vote. The resolution requires approval by special resolution, and if passed, will be deemed effective from January 26, 2026.

Uniparts India Limited , a global manufacturer of engineered systems and solutions, has reported a robust performance for the second quarter, demonstrating resilience amidst challenging market conditions.

Financial Highlights

• Revenue Growth: The company delivered a 14% year-on-year revenue growth, reaching Rs. 283.00 crores in Q2.
• EBITDA Expansion: EBITDA margin expanded to 22.60%, showcasing operational efficiency.
• Strong Cash Position: Uniparts maintains a net debt-free status with Rs. 226.00 crores in cash.
• Dividend Payout: The company paid an interim dividend of Rs. 37.70 crores.

Operational Performance

Uniparts India's Q2 performance remained consistent with Q1, aligning with the company's guidance for double-digit growth. The company demonstrated operational stability despite facing challenges from severe flooding in North India, highlighting the resilience of its team and robustness of operational processes.

Market Dynamics and Growth Drivers

1. Construction Equipment Segment: Showing early signs of stabilization globally, with increasing spend on AI infrastructure aiding growth in North America.
2. Agricultural Segment:
   • Large Agriculture: Soft market conditions in North America, but improving outlook in Europe.
   • Small Agriculture: Better performance compared to large agriculture, with positive momentum in compact equipment.
3. Aftermarket: Expected to grow in single digits year-on-year.

Strategic Initiatives

1. Dual-Shore Manufacturing: Continues to offer customers flexibility and risk diversification, strengthening Uniparts' position as a strategic supplier.
2. Mexico Warehouse: Became operationally ready in October, enhancing delivery capabilities.
3. New Business Awards: Secured new business awards worth Rs. 200.00 crores annually.

Future Outlook

Uniparts India remains focused on deepening customer partnerships and expanding its footprint in large agricultural and construction equipment segments. The company is targeting mid-teen growth, supported by its robust new business award pipeline and strategic market positioning.

Management Commentary

Gurdeep Soni, Chairman and Managing Director, stated, "Our Q2 performance remains consistent with Q1, delivering a 14% year-on-year growth. This reinforces our confidence in achieving double-digit growth."

Tanushree Bagrodia, Whole Time Director & Group Chief Operating Officer, added, "Our dual-shore manufacturing model continues to offer customers flexibility and risk diversification, thus strengthening our position as a strategic supplier."

Uniparts India's strong Q2 performance, coupled with its strategic initiatives and market positioning, indicates a positive trajectory for the company in the evolving global off-highway equipment market.