Zuari Industries Limited has issued a postal ballot notice seeking shareholder approval for the appointment of two directors through remote e-voting. The notice, dated December 23, 2025, outlines the company's proposal to formalize key board appointments made earlier in November 2025.

Director Appointments Proposed

The postal ballot covers two significant appointments that require shareholder ratification:

Akshay Poddar - Non-Executive Director

Akshay Poddar brings extensive strategic management experience spanning 24 years across diversified sectors including fertilizers, agri-inputs, heavy engineering, sugar, consumer products, real estate, investments, and furniture. He holds a Sloan Masters in Leadership and Strategy from London Business School, UK, and completed the Owner/President Management Program from Harvard Business School, Boston, USA.

As the son of Chairman Saroj Kumar Poddar and Non-Executive Director Jyotsna Poddar, Akshay Poddar is one of the promoters of the Adventz Group. His appointment as Non-Executive Director will make him liable to retire by rotation, and the resolution requires approval through an Ordinary Resolution.

Sanjeev Lall - Independent Director

Sanjeev Lall holds a PGDBM (MBA) degree from XLRI, Jamshedpur, and brings over 30 years of experience in Investment Banking, Corporate/Mid-market/SME Banking, and Consulting. His expertise encompasses Commercial Banking, Credit Risk, Profit & Loss Management, Business Leadership, Strategic Planning, and Restructuring.

His professional background includes various positions at DBS Bank, Mumbai, including Managing Director Head Institutional Banking Group and Branches. Prior to DBS Bank, he held positions at Credit Lyonnais and G.E. Capital Services India. His appointment as Independent Director is proposed for a five-year term from November 13, 2025, to November 12, 2030, requiring approval through a Special Resolution.

E-Voting Process Details

The company has engaged National Securities Depository Limited (NSDL) to provide remote e-voting facilities to shareholders. The voting process follows strict regulatory guidelines:

Regulatory Compliance

In compliance with MCA Circulars and SEBI Listing Regulations, the postal ballot notice is being sent only through electronic mode to shareholders whose email addresses are registered with the company, its Registrar and Transfer Agent (Zuari Finserv Limited), or Depository Participants. Physical copies of the postal ballot notice are not being distributed.

Ms. Aditi Gupta (Membership No. F9410) of M/s Aditi Agarwal Associates, Practicing Company Secretaries, has been appointed as the Scrutinizer to conduct the postal ballot through remote e-voting process in a fair and transparent manner.

Shareholder Eligibility and Voting Rights

Only shareholders whose names are recorded in the register of members or beneficial owners as on the cut-off date of December 19, 2025, are eligible to participate in the e-voting process. Voting rights will be proportionate to shareholders' holdings in the paid-up equity share capital of the company as on the cut-off date.

The postal ballot notice and related documents are available on the company's website at www.zuariindustries.in , stock exchange websites, and NSDL's e-voting portal at www.evoting.nsdl.com . Results will be communicated to BSE Limited and National Stock Exchange of India Limited upon completion of the scrutiny process.

Zuari Industries Limited (ZIL) has reported a robust performance for the second quarter, marked by significant improvements in ethanol production and financial metrics. The company's strategic focus on its sugar, ethanol, and real estate businesses continues to drive growth and operational efficiency.

Key Highlights

• Ethanol production increased by 44% in Q2
• EBITDA improved from INR 3.5 crores to INR 8.9 crores
• Finance costs reduced by INR 3 crores
• Sugar realization up by 5.7% year-on-year
• Distillery achieved 311 operating days, the highest ever

Financial Performance

ZIL's financial results for Q2 demonstrate substantial improvements across key metrics:

The company's EBITDA margin improved significantly, driven by higher sugar realizations and increased power rates from UPPCL.

Operational Highlights

Sugar and Ethanol Business

• Sugar sales volume decreased to 3.6 lakh quintals from 4.2 lakh quintals
• Sugar realization improved to INR 4,033 per quintal from INR 3,815 per quintal
• Ethanol production increased by 44%, with the distillery operating for a record 311 days
• Ethanol sales volume up by 7.6% for the quarter

Real Estate

• Zuari Infra World strengthened its position with a gross development value of INR 2,900 crores
• The St. Regis Dubai project is 86% complete, with handover expected by March 2026

Strategic Developments

1. Debt Reduction Plan: ZIL expects an INR 800 crores cash inflow from its Dubai real estate project starting Q2 FY27, which will be used for debt reduction.

2. Bioethanol Expansion: The company is set to commission a 180 KLPD distillery through its joint venture, Zuari Envien Bioethanol Private Limited (ZEBPL).

3. Focus on Real Estate: ZIL is pursuing an asset-light approach in real estate, focusing on the Development Management (DM) model for growth.

Future Outlook

Zuari Industries remains optimistic about its core businesses:

• Sugar and Ethanol: The company expects stable EBITDA margins of 10-12% in the sugar sector, despite recent increases in sugarcane prices.
• Bioethanol: ZIL plans to expand its bioethanol capacity to 1,000 KLPD over the next 3-5 years, subject to regulatory environment and market dynamics.
• Real Estate: The company aims to grow its DM business in the real estate sector, focusing on high-margin projects.

Athar Shahab, Managing Director of Zuari Industries, commented, "We are happy with the progress we have made. Our strategies are yielding results, particularly in improving the operational efficiency of our distillery and diversifying our real estate portfolio."

With a clear focus on debt reduction and strategic growth in its core sectors, Zuari Industries is positioning itself for sustained performance in the coming quarters.