Shareholders meeting

Schaeffler India Limited · Pune · Maharashtra BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, C – 1, Block G, Dalal Street, Bandra-Kurla Complex, Bandra (E), Mumbai-400001 Mumbai-400051 Company Code: 505790 Company Code: SCHAEFFLER Sub: Postal Ballot Notice 26/08/2026 Dear Sirs, Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed the Notice of the Postal Ballot. The Notice is being sent to all the Members, whose names appear in the Register of Members / list of Beneficial Owners as received from National Securities Depository Limited and Central Phone: +912068198464 Depository Services (India) Limited and whose email address is registered with the Company / Depositories as on Friday, August 21, 2026, (‘Cut-off date’) for considering the following businesses which are elaborated in the Postal Ballot Notice: Item Subject of the Business / Proposed Resolutions 1. To appoint Mr. Christophe Hannequin (DIN: 11696328) as a Non-Executive Non-Independent Director of Schaeffler India Limited, as an Ordinary Resolution 2. To appoint Mr. Chetan Kumar Maini (DIN: 01612229) as an Independent Director of Schaeffler India Limited, as a Special Resolution The Company has engaged the services of National Securities Depository Limited (NSDL) to provide a remote e-voting facility to all its Members. The remote e-voting period will commence on Thursday, August 27, 2026, at 9:00 A.M. (IST) and end on Friday, September 25, 2026, at 05:00 P.M (IST). The aforesaid copy of Postal Ballot Notice is also available on the website of the Company at www.schaeffler.co.in and on the website of NSDL at www.evoting.nsdl.com. Kindly take the above on your records. Thanking you, Yours faithfully, For Schaeffler India Limited Ashish Tiwari, General Counsel & Company Secretary Encl: As above Schaeffler India Limited Registered and Corporate Office: 15th Floor, (ASTP) Amar Sadanand Tech Park, Baner, Pune, Maharashtra, India – 411045 Tel: +91-20-68198400 | Fax: +91-20-68198405 CIN: L29130PN1962PLC204515, www.schaeffler.co.in, info.in@schaeffler.com, Schaeffler India Limited Corporate Identity Number (CIN): L29130PN1962PLC204515 Registered and Corporate Office Address: 15th Floor, ASTP (Amar Sadanand Tech Park), Baner, Pune, Maharashtra, India, 411045 Tel. No.: +91-20-68198400 Email: investorsupport.in@schaeffler.com; Website: www.schaeffler.co.in NOTICE OF POSTAL BALLOT [Pursuant to Section 110 of the Companies Act, 2013 read with Rule 20 and Rule 22 the Companies (Management and Administration) Rules, 2014] Dear Members, NOTICE is hereby given pursuant to the provisions of Sections 108 and 110 and other applicable provisions of the Companies Act, 2013 (‘the Act’) read with the Companies (Management and Administration) Rules, 2014, (‘Rules’), General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 05, 2020, 09/2023 dated September 25, 2023, 09/2024 dated September 19, 2024 and 03/2025 dated September 22, 2025, issued by the Ministry of Corporate Affairs (‘MCA’) from time to time (‘MCA Circulars’), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), Secretarial Standard - 2 on General Meetings issued by the Institute of Company Secretaries of India (‘SS-2’) and other applicable laws and regulations (including any statutory modification(s) and/or re-enactment(s) thereof for the time being in force), that the resolutions as set out in this Notice are proposed to be passed by the Shareholders of Schaeffler India Limited (“Company”) through Postal Ballot by way of remote electronic voting (e-voting) process. The Statements, pursuant to the provisions of Section 102, 110 and other applicable provisions of the Act read with the Rules, information as required to be disclosed under Listing Regulations and SS-2, setting out all material facts relating to the resolutions mentioned in this Postal Ballot Notice are also attached to this Notice. In accordance with the provisions of Sections 108 and 110 of the Act read with the Rules made thereunder and Regulation 44 of the Listing Regulations, the Company has engaged the services of National Securities Depository Limited (‘NSDL’) to provide remote e-voting facility. The procedure for remote e-voting is detailed in the Notes to this Postal Ballot Notice. The remote e-voting facility will be available during the following period: Commencement of remote e-voting period 09:00 A.M. IST on Thursday, August 27, 2026 Conclusion of remote e-voting period 05:00 P.M. IST on Friday, September 25, 2026 The proposed resolutions and the explanatory statement pertaining to the resolutions in terms of the provisions of Section 102 of the Act, as appended hereto form part of this Postal Ballot Notice. The Board of Directors of the Company has appointed Mr. Suresh Kumar Kabra, Partner of Samdani Kabra and Associates, Company Secretaries, Vadodara as scrutinizer to conduct the Postal Ballot through remote e-voting process in a fair and transparent manner. You are requested to carefully read the instructions in this Postal Ballot Notice and record your assent (FOR) or dissent (AGAINST) through the remote e-voting process not later than 5:00 p.m. IST, on Friday, September 25, 2026. In accordance with the provisions of the MCA Circulars, the Company has made arrangement for the Shareholders to register their e-mail addresses. Therefore, those shareholders who have not yet registered their e-mail addresses are requested to register the same by following the procedure set out in the notes to this Postal Ballot Notice. Voting through remote e-voting commences from Thursday, August 27, 2026, at 9.00 a.m. IST and ends on Friday, September 25, 2026, at 5.00 p.m. IST. The Scrutinizer’s decision on the validity of votes shall be final. Page 1 of 16 INTERNAL The Scrutinizer will submit the Report to the Chairperson or the Managing Director, or the Executive Director or any other person as authorized by the Chairperson upon completion of the scrutiny of the votes cast through remote e-voting. The result of the Postal Ballot shall be declared on or before Monday, September 28, 2026, at the Registered Office of the Company before the closing of the working hours. The results along with the Scrutinizer’s Report will be posted on the Company’s website, viz., www.schaeffler.co.in and also on the website of NSDL, viz., www.evoting.nsdl.com besides being communicated to the BSE Limited and the National Stock Exchange of India Limited where the Company’s shares are listed. ITEMS OF BUSINESS REQUIRING CONSENT OF SHAREHOLDERS THROUGH POSTAL BALLOT: (SPECIAL BUSINESS) ITEM No. 1. To appoint Mr. Christophe Hannequin (DIN: 11696328) as a Non-Executive Non-Independent Director of Schaeffler India Limited. To consider and, if though fit, to pass, with or without modification(s), the following resolution, as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Sections 149, 152, 161 and other applicable provisions, if any of the Companies Act, 2013 (“the Act”), the Companies (Appointment and Qualifications of Directors) Rules, 2014 (‘Rules’), read with applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“the Listing Regulations”) (including any statutory modification(s) or re- enactment(s) thereof, for the time being in force), the Articles of Association of the Company, and on the basis of recommendation of the Nomination and Remuneration Committee, Mr. Christophe Hannequin (DIN: 11696328), appointed by Board of Directors as an Additional Director (Non-Executive Non- Independent Director) effective from July 1, 2026, in terms of Section 161 of the Companies Act, 2013, and in respect of whom the Company has received a notice in writing [Showing first 8,000 characters — download PDF for full document]