Zuari Industries Limited successfully concluded its postal ballot voting process on January 22, 2026, with shareholders demonstrating strong support for proposed director appointments. The remote e-voting exercise, conducted in compliance with SEBI regulations, resulted in the approval of two key resolutions related to board composition.

Voting Process and Timeline

The postal ballot notice was issued to shareholders on December 23, 2025, with the remote e-voting period commencing on December 24, 2025, at 9:00 AM IST and concluding on January 22, 2026, at 5:00 PM IST. Shareholders holding shares as of the record date of December 19, 2025, were eligible to participate in the voting process.

Resolution Results

Both resolutions presented to shareholders received overwhelming approval, demonstrating strong confidence in the proposed appointments.

Resolution 1: Appointment of Mr. Akshay Poddar

The ordinary resolution to appoint Mr. Akshay Poddar (DIN: 00008686) as Non-Executive Director was approved with substantial majority support.

Resolution 2: Appointment of Mr. Sanjeev Lall

The special resolution for appointing Mr. Sanjeev Lall (DIN: 08740906) as Independent Director for a five-year term from November 13, 2025, to November 12, 2030, also received strong shareholder support.

Scrutinizer's Report and Compliance

Ms. Aditi Gupta, Practicing Company Secretary (Membership No. FCS 9410) from Aditi Agarwal & Associates, served as the scrutinizer for the postal ballot process. The scrutinizer's report confirmed that both resolutions were passed with the requisite majority and deemed effective from January 22, 2026.

The voting process was conducted through the National Securities Depositories Limited (NSDL) e-voting platform, ensuring transparency and compliance with:

• Section 108 & 110 of the Companies Act, 2013
• Rule 20 & 22 of the Companies (Management and Administration) Rules, 2014
• Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
• Secretarial Standard on General Meetings (SS-2) issued by ICSI

Board Strengthening Initiative

The successful approval of both director appointments reflects shareholders' confidence in the company's governance structure. Mr. Akshay Poddar's appointment as Non-Executive Director and Mr. Sanjeev Lall's five-year tenure as Independent Director are expected to bring additional expertise and independent oversight to the board.

The voting results were formally communicated to the National Stock Exchange of India Limited and BSE Limited on January 23, 2026, by Company Secretary Yadvinder Goyal, ensuring full regulatory compliance and transparency in the appointment process.

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.