V-Guard Industries Limited has issued a comprehensive postal ballot notice dated February 6, 2026, seeking shareholder approval for two significant director appointments through remote e-voting. The company has engaged Central Depository Services (India) Limited (CDSL) to facilitate the electronic voting process for all eligible shareholders.

Director Appointments Under Consideration

The postal ballot encompasses two key resolutions requiring shareholder approval:

E-Voting Schedule and Process

The company has established a comprehensive timeline for the postal ballot process:

Shareholders whose names appear in the Register of Members or List of Beneficial Owners as on the cut-off date will be eligible to participate in the e-voting process. The notice has been sent electronically to members whose email addresses are registered with the company and depositories NSDL and CDSL.

Prof. Biju Varkkey Re-appointment Details

Prof. Biju Varkkey, currently serving as an Independent Director since May 26, 2021, is proposed for re-appointment for a second and final term from May 26, 2026 to May 25, 2031. He brings extensive academic and professional expertise as a faculty member at IIM Ahmedabad specializing in Human Resource Management.

Key qualifications include:

• Bachelor's degree in Physics and Master's in Human Resource Management
• Fellow in Management from National Institute of Bank Management, Pune
• Extensive consulting experience with national and international institutions including UNDP, ILO, and Government of India bodies
• Current directorships in ESAF Small Finance Bank Limited and Konnect CSR Impactors Private Limited

During Financial Year 2024-25, Prof. Varkkey received sitting fees of ₹ 10.00 lakhs and attended 4 out of 4 board meetings in the current financial year.

Dr. Reena Philip Appointment Proposal

Dr. Reena Philip, appointed as Additional Director on January 28, 2026, is proposed for appointment as Non-Executive Non-Independent Director for the period January 28, 2026 to January 27, 2030. She is a dental surgeon turned entrepreneur with significant experience in the wellness and CSR sectors.

Notable background includes:

• Professional career beginning as dental college lecturer in 2010
• Entrepreneurial journey in Dental and Permanent Cosmetics industry spanning a decade
• Active involvement in V-Guard Foundation's CSR activities
• Recognition with Business Excellency Award in Cosmetology and Dental Care in 2020
• Named Best Young Woman Entrepreneur in 2019

Dr. Reena Philip is related to Mr. Mithun K Chittilappilly, Managing Director of the Company, as his spouse.

Voting Process and Accessibility

The postal ballot notice will be available on multiple platforms including the company's website at vguard.in/investor-relations/postal-ballot, stock exchange websites, and CDSL's evotingindia.com portal. The company has appointed Mr. M.D. Selvaraj of MDS & Associates LLP as Scrutinizer to ensure fair and transparent conduct of the postal ballot process.

Shareholders can access the e-voting facility through their respective depositories (CDSL/NSDL) or directly through the CDSL e-voting system. Detailed instructions for various categories of shareholders, including individual demat holders, physical shareholders, and non-individual shareholders, have been provided in the comprehensive notice.

The resolutions, if passed by requisite majority, will be deemed effective from March 8, 2026, being the last date specified for e-voting. Results along with the scrutinizer's report will be made available on the company's website and forwarded to stock exchanges where the company's shares are listed.

V-Guard Industries Limited has received a GST audit objection from Central Goods and Services Tax (CGST) authorities involving a substantial amount of ₹17,75,91,297. The company disclosed this development through a regulatory filing dated February 1, 2026, in compliance with SEBI Listing Regulations.

GST Audit Objection Details

The audit objection was received from Superintendent, CGST Audit Group 12, Haldwani, Kashipur Circle, Uttarakhand, on January 31, 2026. The objection pertains to alleged excess availment of Input Tax Credit (ITC) under section 65 of the CGST Act.

Financial Implications

The GST audit objection carries significant financial implications for V-Guard Industries. The demand involves differential GST of ₹17,75,91,297 along with applicable interest and penalty provisions under section 74 of the CGST Act.

Company's Response Strategy

V-Guard Industries has indicated its intention to contest the audit objection. The company emphasized several key points regarding its response approach:

• Currently evaluating the intimation to formulate appropriate reply steps
• Clarified that this is not a demand order at present
• Expressed confidence in having strong grounds to challenge the objection
• Plans to contest the matter before the appropriate authority

The company's management appears confident about their position, suggesting they believe the GST authorities' objection may not withstand scrutiny during the appeals process. This regulatory disclosure ensures transparency with stakeholders while the company prepares its defense strategy against the alleged excess ITC availment charges spanning four financial years.