BSEAGM/EGM12 Oct 2026 · 12 Oct 2026, 05:21 pm

Intimation of Postal Ballot Notice

Hindusthan Insulators & Industries Ltd · 539984

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Hindusthan Insulators & Industries Ltd has announced a postal ballot notice for the appointment of Mr. Shailendra Jhalani as the Whole-time Director (Deputy Managing Director) of the Company.

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Earnings Impact2/10
Growth Catalyst3/10
Governance Concern5/10
Regulatory Risk2/10
Balance Sheet Risk2/10
Liquidity Impact5/10
Market Sentiment5/10

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Hindusthan Insulators & Industries Ltd - 539984 - Shareholder Meeting / Postal Ballot-Notice of Postal Ballot

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Date: October 12, 2026 The Listing Department, BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400001 Scrip Code: 539984 Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Intimation of Postal Ballot Notice Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith the Postal Ballot Notice dated October 03, 2026, along with the explanatory statement, seeking approval of the members of the Company by way of postal ballot through remote e-voting process (“e-voting”). Please note that the Postal Ballot Notice is being sent only through electronic mode to those members whose names appear on the register of members / register of beneficial owners received from the Skyline Financial Services Private Limited (Registrar & Transfer Agent) and the Depositories, as on Friday, October 02, 2026 (“Cut-off Date”), and whose e-mail address is registered with the Company / Registrar and Transfer Agent /Depository Participants / Depositories. The Company has engaged the services of Central Depository Services Limited (CDSL) as the agency to provide e-voting facility to all its members. The e-voting facility will be available during the following period: Commencement of e-Voting Wednesday, October 14, 2026, 9:00 A.M. (IST) End of e-Voting Thursday, November 12, 2026, 5:00 P.M. (IST) The Postal Ballot Notice is also available on the Company's website at www.hindusthaninsulators.com, website of Registrar & Share Transfer Agent at www.skylinerta.com and the website of CDSL at www.evotingindia.com. The same is your information and records. Thanking you, For Hindusthan Insulators & Industries Limited (Neha Kejriwal) Company Secretary & Compliance Officer M. No. F12381 Encl. as above HINDUSTHAN INSULATORS & INDUSTRIES LIMITED (FORMERLY KNOWN AS HINDUSTHAN URBAN INFRASTRUCTURE LIMITED) CIN: L31300DL1959PLC003141 Registered Office: Kanchenjunga, Seventh Floor, 18, Barakhamba Road, New Delhi, 110001, India Telephone: +91-11-23310001, 02, 04 & 05; Website: www.hindusthaninsulators.com; Email: investors@hindusthan.co.in Postal Ballot Notice Dear Member(s), Notice is hereby given that pursuant to the provisions of Sections 108 and 110 of the Companies Act, 2013, (the Act), read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014, as amended (Rules), Secretarial Standard on General Meetings (“SS-2”) issued by the Institute of Company Secretaries of India, Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) read with the General Circular Nos. 14/2020 dated April 08, 2020, 17/2020 dated April 13, 2020, and subsequent circulars issued from time to time, the latest one being General Circular No. 03/2025 dated September 22, 2025 issued by the Ministry of Corporate Affairs (MCA Circulars) and SEBI circular No.133/2024 dated October 03, 2024 and other circulars issued from time to time, and any other applicable law, rules and regulations [including any statutory modification(s) or re-enactment(s) thereof, for the time being in force and as amended from time to time], the Resolutions as set out in this Notice are proposed for consideration by the Members of the Company for passing by means of Postal Ballot by voting through electronic means only. SPECIAL BUSINESSES 1. Appointment of Mr. Shailendra Jhalani (DIN:11720969) as the Whole-time Director (designated as Deputy Managing Director) of the Company: To consider and if thought fit, to pass with or without modification(s) the following resolution as a Special Resolution: “RESOLVED THAT in accordance with the provisions of Section 152 and other applicable provisions, if any, of the Companies Act, 2013 (“Act”) read with the rules made thereunder and the applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or enactment(s) thereof, for the time being in force) and the Articles of Association of the Company and based on the recommendations of the Nomination and Remuneration Committee and the Board of Directors of the Company, Mr. Shailendra Jhalani (DIN:11720969), who was appointed as an Additional Director of the Company in terms of Section 161(1) of the Act with effect from October 04, 2026 and who holds office until the date of next General Meeting or for a period of three months from the date of appointment, whichever is earlier and in respect of whom the Company has received a notice in writing under Section 160(1) of the Act from a member proposing his candidature for the office of Director of the Company, be and is hereby appointed as a Director of the Company, liable to retire by rotation; RESOLVED FURTHER THAT pursuant to the provisions of Sections 196, 197, 198 and 203 read with Schedule V and all other applicable provisions, if any, of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and subject to such other approvals, permissions and sanctions, as may be required and in accordance with the Articles of Association of the Company and based on the recommendations of the Nomination and Remuneration Committee and Board of Directors, the consent of the members be and is hereby accorded for the appointment of Mr. Shailendra Jhalani (DIN:11720969) as the Whole-time Director of the Company, designated as ‘Deputy Managing Director’ and Key Managerial Personnel (KMP) for a period of three consecutive years with effect from October 04, 2026 to October 03, 2029 (both days inclusive), liable to retire by rotation, upon the terms and conditions including remuneration as set out in the explanatory statement annexed to this notice; RESOLVED FURTHER THAT where in any financial year during the term of Mr. Shailendra Jhalani, Whole- time Director, designated as ‘Deputy Managing Director’, the Company has no profits or its profits are inadequate, the remuneration as stated in explanatory statement be paid as the minimum remuneration not withstanding that the aforesaid remuneration may be in excess of the limits specified under section 197 and schedule V of the Act; RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as “the Board” which term shall deem to include any Committee of the Board) shall have the discretion and authority to modify the aforesaid terms and conditions and remuneration within the limit as approved by the members; RESOLVED FURTHER THAT the Board of Directors or Company Secretary of the Company be and are hereby severally authorised to do all such acts, deeds, matters and things including filing of requisite e- forms with the Ministry of Corporate Affairs (Registrar of Companies) (MCA,ROC) or such other authority as may be required and to take all such steps including seeking all necessary approvals, if any, to give effect to this Resolution and to settle any questions, difficulties or doubts that may arise in this regard and further to execute all necessary documents, applications, returns and writings as may be necessary, proper, desirable or expedient.” 2. Payment of remuneration to Mr. Deepak Kejriwal (DIN: 07442554), Managing Director of the Company To consider and if thought fit, to pass with or without modification(s) the following resolution as a Special Resolution: “RESOLVED THAT in furtherance to the resolution passed by the members of the Company at the Sixty- fourth Annual General Meeting dated September 30, 2024 and pursuant to the provisions of Sections 196, 197, 198 read with Schedule V and all other applica [Showing first 8,000 characters — download PDF for full document]