BSEAGM/EGM3d ago · 11 Aug 2026, 04:23 pm

Enclosed Scrutinizer''s Report along with Voting Results of Postal Ballot

Hindustan Composites Ltd · 509635

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Hindustan Composites Ltd has announced the results of a postal ballot, where shareholders approved the sale of the Friction Business Undertaking on a slump sale basis. The resolution was passed with a majority vote, with 98.9573% of votes in favour and 1.0427% against. The sale is subject to the approval of the High Court.

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Earnings Impact5/10
Growth Catalyst2/10
Governance Concern1/10
Regulatory Risk3/10
Balance Sheet Risk4/10
Liquidity Impact8/10
Market Sentiment6/10

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Hindustan Composites Ltd - 509635 - Shareholder Meeting / Postal Ballot-Scrutinizer"s Report

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HINDUSTAN COMPOSITES LTD. HINDUSTAN ( Peninsula Business Park, Tower A, 8th Floor, ·~ OMPOSITES Senapati Bapat Marg, Lower Parel, Mumbai -400 013. Tel.:(91) (22) 6688 0100 , LIMITED Email : hcl@hindcompo.com Website : www.hindcompo.com CIN No. L29120MH1964PLC012955 11th August, 2026 Manager (CRD) The Manager – Listing BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Bandra Kurla Complex, Dalal Street, Mumbai- 400 050 Mumbai- 400 001 Symbol: HINDCOMPOS Scrip Code: 509635 Dear Sir, Sub. : Disclosure of Voting Results of Postal Ballot process in terms of Regulation 44 read with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 We wish to inform you that pursuant to the provisions of Sections 108 and 110 of the Companies Act, 2013 read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 read with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 and as per Postal Ballot Notice dated 30th June, 2026, based on the Report of Scrutinizer dated 10th August, 2026, we wish to inform you that the Members of the Company have passed the special resolution through Postal Ballot process as set out in the Postal ballot notice, result of which is declared today i.e. 11th August, 2026 for the following matter: 1. Approval for sale of Friction Business Undertaking under Section 180(1)(a) of the Companies Act, 2013 and Regulation 37A of the Securities and Exchange Board of India (“SEBI”) (Listing Obligations and Disclosure Requirements) Regulations, 2015 on slump sale basis. In this regard, please find enclosed the following: 1) Voting Results pursuant to Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015; and 2) Report of Scrutinizer dated 10th August, 2026. The resolution is deemed to have been passed on Saturday, 8th August, 2026, being the last date of voting . The Postal Ballot Result along with Scrutinizer’s Report is also hosted on the Company’s website at www.hindcompo.com and on the NSDL website viz. www.evoting.nsdl.com. Regional Offices -MUMBAI • NEW DELHI • KOL KAT A • CHENNAI C OMPOSITES Kindly take the above on your record. Thanking you, Yours faithfully, For Hindustan Composites Limited Arvind Purohit Company Secretary & Compliance Officer Membership No.: A33624 Encl.: As stated above C OMPOSITES Postal Ballot Voting Results Date of Notice of Postal Ballot 30th June, 2026 Last date of voting including remote e-voting of Postal Ballot 8th August, 2026 Date of the AGM/EGM/ Declaration of results of Postal Ballot 11th August, 2026 Total No. of shareholders as on the cut-off date (30.06.2026) 15,218 No. of Shareholders present in the meeting in person or through proxy: Not Applicable Promoters and Promoters Group: Public: No. of Shareholders attended the meeting through video conferencing: Not Applicable Promoters and Promoters Group: Public: C OMPOSITES Resolution No. 1: Special Resolution for approval for sale of Friction Business Undertaking under Section 180(1)(a) of the Companies Act, 2013 and Regulation 37A of the Securities and Exchange Board of India (“SEBI”) (Listing Obligations and Disclosure Requirements) Regulations, 2015 on slump sale basis: Resolution Required: Special Resolution (Ordinary/Special) Whether promoter/promoter group are interested in the No agenda / resolution? % of % of % of Votes Mode No. of No. of No. of No. of votes in Votes Polled on Category of Shares valid votes votes – in votes- favour against outstandin Voting held polled favour against on votes on votes g shares polled polled Promoter and Voting 0 0.0000 0 0 0.0000 0.0000 Promoter Poll 11073060 0 0.0000 0 0 0.0000 0.0000 Group Postal Ballot 0 0.0000 0 0 0 0.0000 Total 11073060 0 0.0000 0 0 0.0000 0.0000 E- 0.0000 Voting 0 0 0 0.0000 0.0000 Public- Poll 4267 0 0.0000 0 0 0.0000 0.0000 Institutions Postal Ballot 0 0.0000 0 0 0.0000 0.0000 Total 4267 0 0.0000 0 0 0.0000 0.0000 Voting 0 0.0000 0 0 0.0000 0.0000 Public- Non Poll 3691673 0 0.0000 0 0 0.0000 0.0000 Institutions Postal Ballot 623686 16.8944 617183 6503 98.9573 1.0427 Total 3691673 623686 16.8944 617183 6503 98.9573 1.0427 Total 14769000 623686 4.2229 617183 6503 98.9573 1.0427 Number of invalid votes: Nil Result: The Special Resolution is passed with requisite majority. For Hindustan Composites Limited Arvind Purohit Company Secretary & Compliance Officer Membership No.: A33624 Date: 11th August, 2026 Place: Mumbai us 228, Malad Ajanta Shopping Centre, M Baldeva Associates Daftary Road, Malad (East), Mumbai - 400 097, Company Secretaries Maharashtra, Bharat Email: manish@csmanishb.in Website: www.csmanishb.in SCRUTINIZER'S REPORT [Pursuant to the provisions of Sections 108 and 110 of the Companies Act, 2013 read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014] Managing Director Hindustan Composites Limited Peninsula Business Park, 'A' Tower, 8th Floor, Senapati Bapat Marg, Lower Pa rel, Mumbai -400013 Dear Sir, I, CS Manish Baldeva, Proprietor of M/s. M Baldeva Associates, Company Secretaries, Mumbai was appointed as Scrutinizer by the Board of Directors of Hindustan Composites Limited ('Company') in its meeting held on 30th June, 2026 for the purpose of scrutinizing the postal ballot process in a fair and transparent manner under the provisions of Sections 108 and 110 of the Companies Act, 2013 ('Act') read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 ('Rules') and General Circular No. 03/2025 dated 22nd September, 2025 and in accordance with the requirements laid down in previous circulars issued by the Ministry of Corporate Affairs ('MCA') (hereinafter collectively referred to as 'MCA Circulars') and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations'), Secretarial Standard - 2 on General Meetings ('SS - 2') issued by the Institute of Company Secretaries of India ('ICSI') and other applicable laws and regulations in respect of the resolution as mentioned in the Notice of Postal Ballot dated 30th June, 2026. I submit my report as under: 1. The Company dispatched Notice of Postal Ballot along with the statement setting out material facts under Section 102 of the Act and remote e-voting instructions, through email and courier on Thursday, 9th July, 2026 to all those members whose names appeared in the Register of Members/ List of Beneficial Owners as on Tuesday, 30th June, 2026 ("cut-off date"). 2. The management of the Company is responsible to ensure compliance with the requirements of the Companies Act, 2013 and rules thereof including MCA Circulars in respect of the resolution contained in the Postal Ballot Notice. My responsibility as Scrutinizer is restricted to make the Scrutinizer's Report on the votes cast 'in favour' or 'against', if any, with respect to the resolution BALD EV A~;.::_~-==.- OS M Baldeva Associates Continuation sheet Company Secretaries stated in the Notice of Postal Ballot dated 30th June, 2026 based on the report generated from the e-voting system provided by the National Securities Depository Limited ('NSDL'), the agency engaged by the Company to provide e-voting facility. 3. As per the provisions of Rule 20 of the Rules and as required under said MCA Circulars, the Company has published advertisement regarding dispatch of Notice of Postal Ballot and remote e voting information to eligible members through e-mail and courier in English newspaper 'Financial Express' and in Marathi newspaper 'Mumbai Lakshadeep' published on Friday, 10th July, 2026. 4. The voting rights of the members were considered in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date i.e. Tuesday, 30th June, 2026. 5. In terms of the aforesaid Notice, the remote e-voting and voting through pos [Showing first 8,000 characters — download PDF for full document]