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Atul Auto Limited Proxy Solicitation & Information Statement 2026

Mar 17, 2026

62650_rns_2026-03-17_1eb512ac-37c6-4a96-83cc-94f8e2f91a51.pdf

Proxy Solicitation & Information Statement

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March 17, 2026

To,

The Department of Corporate Services, BSE Limited, Mumbai

To, The Listing Compliance Dept. National Stock Exchange of India Ltd, Mumbai

BSE Script Code: 531795

NSE Script Symbol: ATULAUTO

Dear Sir/ Madam,

SUB: POSTAL BALLOT NOTICE - DISCLOSURE UNDER REGULATION 30 OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

With reference to the above subject, we are enclosing herewith a copy of the Postal Ballot Notice together with explanatory statement for seeking approval of the shareholders of the Company which has been sent only through electronic mode to shareholders of the Company, on following Special Resolution as set out in the said Postal Ballot Notice, through remote e-voting:

Sr No. Description of Resolution 1 Appointment of Dr. Kamalkishore C. Vora (DIN: 11166460) as an Independent Director

The Company has engaged the services of National Depository Services Limited (NSDL) for the purpose of providing e-voting facility to all its members. Members are requested to note that the voting through electronic mode shall commence from Thursday, March 19, 2026 (9:00 AM IST) to Friday, April 17, 2026 (5:00 PM IST) both days inclusive both days inclusive. The voting shall not be allowed beyond the said date and time.

In compliance with the requisite circulars issued by Ministry of Corporate Affairs, the notice of Postal Ballot has been sent by electronic mode only to the shareholders whose names appeared in the Register of Members/ List of Beneficial Owners as maintained by the Company/ Depositories/ Register and Share Transfer Agent (“RTA”) respectively, at the close of business hours on Saturday, March 14, 2026 (“cut-off date”) and whose email addresses are registered with the Company/ RTA/ Depositories. In this regard, the Company has provided the facility to exercise the voting rights on business provided in the Postal Ballot Notice by using electronic facility (“Remote e-voting”) provided by NSDL.

Yours faithfully,

For Atul Auto Limited,

PARAS Digitally signed by PARAS JIVARAJBHAI JIVARAJBHAI VIRAMGAMA Date: 2026.03.17 17:26:14 VIRAMGAMA +05'30'

Paras J Viramgama Company Secretary & Compliance Officer

ATUL AUTO LIMITED

(Corporate Identification Number: L54100GJ1986PLC016999) Regd. Office & Factory : National Highway 8-B, Near Microwave Tower, Shapar (Veraval), Rajkot – 360024 (Gujarat) Phone : 02827 235500 Website : www.atulauto.co.in E-Mail : [email protected]

ATUL AUTO LIMITED | POSTAL BALLOT NOTICE

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ATUL AUTO LIMITED

(CIN: L54100GJ1986PLC016999)

Regd. Off: Survey No. 86, Plot No. 1 to 4, 8B National Highway, Nr Microwave Tower, Shapar (Veraval), Dist. Rajkot, Gujarat, INDIA 360024

Phone: 02827-252999 E-Mail: [email protected] Web: www.atulauto.co.in

POSTAL BALLOT NOTICE

Dear Member(s),

N otice is hereby given to the members of Atul Auto Limited (CIN: L54100GJ1986PLC016999) (“the Company”) pursuant to the provisions of Section 110, Section 108 and all other applicable provisions, if any, of the Companies Act, 2013, (the “ Act ”) read together with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 (“ Rules ”), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, (the “ SEBI Listing Regulations ”), Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India (“ SS-2 ”) General Circular No. General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 20/2021 dated December 8, 2021, 3/2022 dated May 5, 2022, 11/2022 dated December 28, 2022, 9/2023 dated September 25, 2023, 9/2024 dated September 19, 2024 and 03/2025 dated September 22, 2025, issued by the Ministry of Corporate Affairs, Government of India read with other circulars issued for this purpose from time to time (collectively referred to as “ MCA Circulars ”), , and any other applicable law, rules and regulations (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the resolution set out below is proposed to be passed by the Members of the company through Postal Ballot, by way of remote e-voting (“ e- Voting ”) process.

In compliance with the provisions of Sections 108 and 110 of the Act, read with Rule 20 and 22 of the Rules and Regulation 44 of SEBI Listing Regulations, the Company is offering facility of remote e-voting to all Members to enable them to cast their votes electronically. The Company has entered into an agreement with National Securities Depository Limited (“NSDL”) to provide the remote e-voting facility to its members. Members are requested to follow the procedure as stated in the notes and instructions for casting of votes by e-voting.

The Board has appointed CS Hardik Hudda (ICSI Membership No: A39621, CP No: 14697), Proprietor, M/s. Hardik Hudda & Associates, Company Secretary as the Scrutinizer to scrutinize the postal ballot process in a fair and transparent manner.

In compliance with the MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/Depositories. If your e-mail address is not registered with the Company/Depositories, please follow the process provided in the Notes to receive this Postal Ballot Notice.

The remote e-voting period commences from 9:00 a.m. (IST) on Thursday, March 19, 2026 and ends at 5:00 p.m. (IST) on Friday, April 17, 2026 (Both Days Inclusive) . The e-voting module shall be disabled by NSDL for voting thereafter.

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ATUL AUTO LIMITED | POSTAL BALLOT NOTICE

The Scrutinizer will submit his report to the Chairperson of the Company or to any other person 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 within two working days from conclusion of the voting period. The results declared along with the Scrutiniser’s Report will be placed on the website of the Company at www.atulauto.co.in/announcements.aspx and the website of NSDL at www.evoting.nsdl.com immediately after the results are declared and will simultaneously be forwarded to BSE Limited and National Stock Exchange of India Limited, where equity shares of the Company are listed and shall be displayed at the Registered Office of the Company.

In the event, the resolution is passed by requisite majority, the date of passing the resolutions shall be deemed to be Friday, April 17, 2026 , viz. last date specified by the Company for e-voting.

Special Business:

ITEM NO. 1: APPOINTMENT OF DR. KAMALKISHORE C. VORA (DIN: 11166460) AS AN INDEPENDENT DIRECTOR

To consider and if thought fit, to pass the following resolution as a Special Resolution:

“RESOLVED THAT in pursuant to the provisions of Sections 149, 150, 152 and 160 read with Schedule IV and other applicable provisions of the Companies Act, 2013 (“the Act”) and the Companies (Appointment and Qualification of Directors) Rules, 2014, as well as regulation 25(2A) and other applicable provisions of the 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), Dr. Kamalkishore C. Vora (DIN: 11166460) in respect of whom the Company has received a Notice in writing from a member proposing his candidature for the office of Director, be and is hereby appointed as an Independent Director of the Company to hold office for a term of three years from March 15, 2026 to March 14, 2029.”

“RESOLVED FURTHER THAT the Board of Directors and/or the Company Secretary, be and are hereby authorized to do all such acts, deeds, matters and things as it may, in its absolute discretion deem necessary or desirable for the purpose of giving effect to this Resolution and to settle any question, difficulty or doubt, that may arise in giving effect to this resolution and to do all such acts, deeds and things as may be necessary, expedient and desirable for the purpose of giving effect to this resolution.”

By order of the Board of Directors of Atul Auto Limited Sd/- Paras J Viramgama Company Secretary & Compliance Officer

Signed at Shapar (Dist. Rajkot) on March 14, 2026

Registered Office: ATUL AUTO LIMITED CIN: L54100GJ1986PLC016999 Survey No.86, Plot No. 1 to 4, 8B National Highway, Nr. Microwave Tower, Shapar (Veraval), Rajkot, Gujarat, INDIA 360024 Phone: 02827-252999 E-Mail ID: [email protected]

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ATUL AUTO LIMITED | POSTAL BALLOT NOTICE

Notes:

  1. The explanatory statement pursuant to Section 102 and 110 of the Companies Act, 2013 (“the Act”) and other applicable provisions of the Act setting out the material facts pertaining to the resolutions is annexed hereto and forms part of the resolution and this postal ballot notice.

  2. In compliance with MCA Circulars, the Postal Ballot Notice along with explanatory statement and Instructions for e-voting is being sent only through electronic mode to those Members, whose e-mail addresses are registered with the Company/ Depositories and whose names appear in the Register of Members of the Company or in the Register of Beneficial Owners maintained by the Depositories as on Saturday, March 14, 2026 (“Cut-off date”) . Further, communication of assent or dissent by the members on the items of business set out in this Notice shall be done through remote e-voting only i.e. casting of votes electronically.

  3. Members who have not registered their email IDs, are requested to register their email IDs with their depository participants in respect of shares held in electronic form and in respect of shares held in physical form, are requested to submit their request with their valid email IDs to our RTA by sending an e-mail on [email protected] along with signed scanned copy of the request letter providing the email address, mobile number, self-attested copy of the PAN card and copy of the share certificate for registering their email address and receiving the Postal Ballot Notice and the e-voting instructions.

  4. Members may note that the Notice of the Postal Ballot will also be made available on the Company’s website www.atulauto.co.in/announcements.aspx and website of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com, respectively, and on the website of NSDL at www.evoting.nsdl.com The Company’s web-link as mentioned above will also be provided in advertisement being published in English and Vernacular newspapers.

  5. Pursuant to Section 108 and 110 of the Act, Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 as amended and Regulation 44 of the SEBI Listing Regulations and Secretarial Standards on General Meetings (SS-2) issued by the Institute of Company Secretaries of India (ICSI), the Company is pleased to provide the facility of remote e-voting to all the members as per applicable regulations relating to e-voting. The Company has engaged the services of NSDL to provide e-voting facility to its Members. The complete instructions on e-voting facility provided by the Company are annexed to this Notice, explaining the process of e-voting.

  6. The voting rights for the equity shares of the Company are one vote per equity share, registered in the name of the member. The voting rights of the members shall be in proportion to the percentage of paidup share capital of the Company. The e-voting rights of the shareholders/ beneficial owners shall be reckoned on the shares held by them as on Saturday, March 14, 2026, being the cut-off date for the purpose. Members whose name appear on the Register of Members/ List of Beneficial Owners as on the Cut-off Date will only be considered for the purpose of e-voting. Person who is not a Member as on the cut-off date should treat this Notice for information purposes only. The remote e-voting period commences on 9:00 a.m. (IST) on Thursday, March 19, 2026 and ends at 5:00 p.m. (IST) on Friday, April 17, 2026.

  7. During the voting period, Members can login NSDL e-voting platform any number of times till they have voted on the resolution. Once the vote on a resolution is cast by a Member, whether partially or otherwise, the Member shall not be allowed to change it subsequently or cast the vote again.

  8. The manner of voting remotely by (A) individual shareholders holding shares in demat mode and (B) shareholders other than individual shareholders holding shares in demat mode and shareholders holding

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ATUL AUTO LIMITED | POSTAL BALLOT NOTICE

shares in physical mode, is appearing under “INSTRUCTIONS AND OTHER INFORMATION RELATING TO E- VOTING” in this Notice. Members are requested to read the same carefully.

  1. All the material documents referred to in the explanatory statement will be available electronically for inspection without any fees by the Members. The said documents will also be available for inspection at the registered office of the Company during office hours on all working days from the date of dispatch of the Notice till Friday, April 17, 2026 .

  2. As per the provisions of Section 72 of the Act and applicable SEBI Circular, the facility for making nomination is available for the Members in respect of the shares held by them. Members holding shares in physical form who have not yet registered their nomination are requested to register the same by submitting Form No. SH-13. If a Member desires to opt out or cancel the earlier nomination and record a fresh nomination, he/she may submit the same in ISR-3 or SH-14 as the case may be. The said forms can be downloaded from the website of the Company at https://atulauto.co.in/kyc-update.aspx and is also available on the website of the RTA at https://web.in.mpms.mufg.com/KYC/index.html whilst those Members holding shares in demat mode should file their nomination with their Depository Participant.

  3. Members seeking any information with regard to the matter placed for the postal ballot, are requested to write to the Company through email on [email protected]. The same will be replied by the Company suitably.

By order of the Board of Directors of Atul Auto Limited Sd/-

Paras J Viramgama Company Secretary & Compliance Officer

Signed at Shapar (Dist. Rajkot) on March 14, 2026

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ATUL AUTO LIMITED | POSTAL BALLOT NOTICE

INSTRUCTIONS AND OTHER INFORMATION RELATING TO E-VOTING

- How do I vote electronically using NSDL e Voting system?

The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:

- Step 1: Access to NSDL e Voting system

- A) Login method for e Voting for Individual shareholders holding securities in demat mode

In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Login method for Individual shareholders holding securities in demat mode is given below:

Type of shareholders Login Method
Individual Shareholders
holding securities in demat
mode with NSDL.
1. For
OTP
based
login
you
can
click
onhttps://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp.
You will have to enter your 8-digit DP ID,8-digit Client Id, PAN No.,
Verification code and generate OTP. Enter the OTP received on
registered email id/mobile number and click on login. After
successful authentication, you will be redirected to NSDL Depository
site wherein you can see e-Voting page. Click on company name or
e-Voting service provider i.e. NSDLand you will be redirected to e-
Voting website of NSDL for casting your vote during the remote e-
Voting period.
2. ExistingIDeASuser can visit the e-Services website of NSDL Viz.
https://eservices.nsdl.com either on a Personal Computer or on a
mobile. On the e-Services home page click on the “Beneficial
Owner”icon under“Login”which is available under‘IDeAS’section
, this will prompt you to enter your existing User ID and Password.
After successful authentication, you will be able to see e-Voting
services under Value added services. Click on“Access to e-Voting”
under e-Voting services and you will be able to see e-Voting page.
Click on company name ore-Voting service provider i.e. NSDLand
you will be re-directed to e-Voting website of NSDL for casting your
vote during the remote e-Voting period.
3. If you are not registered for IDeAS e-Services, option to register is
available athttps://eservices.nsdl.com. Select“Register Online for
IDeAS
Portal”
or
click
at
https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
4. Visit the e-Voting website of NSDL. Open web browser by typing the
following URL:https://www.evoting.nsdl.com/either on a Personal
Computer or on a mobile. Once the home page of e-Voting system is
launched, click on the icon “Login” which is available under
‘Shareholder/Member’ section. A new screen will open. You will
have to enter your User ID (i.e. your sixteen digit demat account
number hold with NSDL), Password/OTP and a Verification Code as
shown on the screen. After successful authentication, you will be

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ATUL AUTO LIMITED | POSTAL BALLOT NOTICE

redirected to NSDL Depository site wherein you can see e-Voting
page. Click on company name ore-Voting service provider i.e. NSDL
and you will be redirected to e-Voting website of NSDL for casting
your vote during the remote e-Voting period.
5. Shareholders/Members can also download NSDL Mobile App “NSDL
Speede” facility by scanning the QR code mentioned below for
seamless voting experience.
Individual Shareholders
holding securities in demat
mode with CDSL
1. Users who have opted for CDSL Easi / Easiest facility, can login
through their existing user id and password. Option will be made
available to reach e-Voting page without any further authentication.
The users to login Easi / Easiest are requested to visit CDSL website
www.cdslindia.com and click on login icon & New System Myeasi Tab
and then user your existing my easi username & password.
2. After successful login the Easi / Easiest user will be able to see the e-
Voting option for eligible companies where the evoting is in progress
as per the information provided by company. On clicking the evoting
option, the user will be able to see e-Voting page of the e-Voting
service provider for casting your vote during the remote e-Voting
period. Additionally, there is also links provided to access the system
of all e-Voting Service Providers, so that the user can visit the e-
Voting service providers’ website directly.
3. If the user is not registered for Easi/Easiest, option to register is
available at CDSL websitewww.cdslindia.comand click on login &
New System Myeasi Tab and then click on registration option.
4. Alternatively, the user can directly access e-Voting page by providing
Demat Account Number and PAN No. from a e-Voting link available
on www.cdslindia.com home page. The system will authenticate the
user by sending OTP on registered Mobile & Email as recorded in the
Demat Account. After successful authentication, user will be able to
see the e-Voting option where the evoting is in progress and also
able to directly access the system of all e-Voting Service Providers.
Individual
Shareholders
(holding securities in demat
mode) login through their
depository participants
You can also login using the login credentials of your demat account through
your Depository Participant registered with NSDL/CDSL for e-Voting facility.
upon logging in, you will be able to see e-Voting option. Click on e-Voting
option, you will be redirected to NSDL/CDSL Depository site after successful
authentication, wherein you can see e-Voting feature. Click on company
name or e-Voting service provider i.e. NSDL and you will be redirected to e-
Voting website of NSDL for casting your vote during the remote e-Voting
period.

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ATUL AUTO LIMITED | POSTAL BALLOT NOTICE

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL

Login type Helpdesk details
Individual Shareholders holding securities in
demat mode with NSDL
Members facing any technical issue in login can contact NSDL
helpdesk by sending a request at [email protected] or call at
022 - 4886 7000
Individual Shareholders holding securities in
demat mode with CDSL
Members facing any technical issue in login can contact CDSL
helpdesk by sending a request at [email protected]
or contact at toll free no. 1800-21-09911

B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDL e-Voting website?

  1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.

  2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.

  3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

  4. Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

  5. Your User ID details are given below :

Manner of holding shares i.e. Demat (NSDL or
CDSL) or Physical
Your User ID is:
a) For Members who hold shares in demat
account with NSDL.
8 Character DP ID followed by 8 Digit Client ID
For example if your DP ID is IN300 and Client
ID is 12
then your user ID is
IN300
12**.
b) For Members who hold shares in demat
account with CDSL.
16 Digit Beneficiary ID
For
example
if
your
Beneficiary
ID
is
12** then your user ID is
12**
c) For Members holding shares in Physical
Form.
EVEN Number followed by Folio Number
registered with the company
For example if folio number is 001 and EVEN
is 101456 then user ID is 101456001
  1. Password details for shareholders other than Individual shareholders are given below:

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ATUL AUTO LIMITED | POSTAL BALLOT NOTICE

  • a) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.

  • b) How to retrieve your ‘initial password’? (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.

  • (ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered

  • If you are unable to retrieve or have not received the “ Initial password” or have forgotten your password:

  • a) Click on “Forgot User Details/Password?”(If you are holding shares in your Demat account with NSDL or CDSL) option available on www.evoting.nsdl.com

  • b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com

  • c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

  • d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.

  • After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.

  • Now, you will have to click on “Login” button.

  • After you click on the “Login” button, Home page of e-Voting will open.

- Step 2: Cast your vote electronically on NSDL e Voting system.

How to cast your vote electronically on NSDL e-Voting system?

  1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.

  2. Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period. 3. Now you are ready for e-Voting as the Voting page opens.

  3. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.

  4. Upon confirmation, the message “Vote cast successfully” will be displayed.

  5. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

  6. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

  1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected]. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board

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ATUL AUTO LIMITED | POSTAL BALLOT NOTICE

Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login.

  1. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.

  2. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on : 022 - 4886 7000 or send a request to Ms. Pallavi Mhatre at [email protected]

Process for those shareholders whose email ids are not registered with the depositories for procuring user id - and password and registration of e mail ids for e voting for the resolutions set out in this notice:

  1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to [email protected] .

  2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) to [email protected] If you are an Individual shareholder holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting for Individual shareholders holding securities in demat mode.

  3. Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.

  4. In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

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ATUL AUTO LIMITED | POSTAL BALLOT NOTICE

EXPLANATORY STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013 (“THE ACT”)

Item No. 1:

The Board of Directors on the recommendation of Nomination and Remuneration Committee, appointed Dr. Kamalkishore C. Vora (DIN: 11166460) as an Additional Director effective from March 15, 2026 who can hold office upto the date of forthcoming AGM or three months from the date of appointment whichever is earlier. The Board proposed to shareholders the appointment of Dr. Kamalkishore C. Vora (DIN: 11166460), as an Independent Director for a term of three years from March 15, 2026 to March 14, 2029.

Dr. K C Vora, being eligible in terms of Section 149 and other applicable provisions of the Companies Act, 2013, offers himself for appointment. He is not disqualified from being appointed as a Director in terms of Section 164 of the Act. The Company has received a declaration from him that he meets the criteria of independence as prescribed under subsection (6) of Section 149 of the Act and under the SEBI Listing Regulations. He is in compliance with the requirement mandated under Rule 6(1) of the Companies (Appointment and Qualification of Directors) Rules, 2014, with respect to enrolling his name in the online databank of independent directors. A Notice has been received from a member proposing him as a candidate for the office of Director of the Company. The Committee and Board finds that he possesses the skills and capabilities required for the role and meets such requirements being experience in Automobile industry. It is proposed to appoint him as an Independent Director for a term of three years from March 15, 2026 to March 14, 2029. The remuneration to him in form of sitting fees shall be governed by the Remuneration Policy of the Company.

During the said tenure Dr. K C Vora shall not be liable to retire by rotation, in terms of Section 149(13) of the Act.

Regulation 25(2A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 requires passing of special resolution for the appointment of Independent Director. Further, it is stated as proviso to the said regulation that a special resolution for the appointment of an independent director fails to get the requisite majority of votes but the votes cast in favour of the resolution exceed the votes cast against the resolution and the votes cast by the public shareholders in favour of the resolution exceed the votes cast against the resolution, then the appointment of such an independent director shall be deemed to have been made under sub-regulation 25(2A).

A copy of the draft letter for appointment of Dr. K C Vora as an Independent Director setting out the terms and conditions will be available for inspection without any fee by the members at the registered office of the Company during normal business hours on any working day.

He does not hold by himself or together with his relatives two percent or more of the total voting power of the Company. His brief profile, nature of expertise and the details required under 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard are provided as below.

None of the Directors and/or Key Managerial Personnel of the Company and/or their relatives except Dr. K C Vora himself, is deemed to be concerned or interested, financially or otherwise in the aforesaid resolution.

Accordingly, the Board is of the view that his association will be beneficial to the Company and the Board recommends the resolution in Item No. 1 in relation to appointment of Dr. K C Vora as an Independent Director for a term of three years for the approval of the members as a Special Resolution.

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ATUL AUTO LIMITED | POSTAL BALLOT NOTICE

PROFILE OF DIRECTORS BEING APPOINTED:

Name of Director Kamalkishore C. Vora
DIN 11166460
Date of Birth 29/10/1961
Date of Appointment/ Re-appointment 15/03/2026
Date of First Appointment on the Board 15/03/2026
Brief Profile and Expertise in specific functional
Area
Dr. K. C. Vora is the Program Director – Automotive CoE
at NAMTECH, located at IIT Gandhinagar Research
Park, with over 40 years of experience in the
automotive industry and academia.
He has worked with leading organizations including
Walchandnagar Industries, Emitec, Mahindra &
Mahindra & ARAI. He has superannuated from
Automotive Research Association of India (ARAI) in
2021 as Senior Deputy Director and Head of ARAI
Academy.
Dr. Vora currently serves as a consultant to Automotive
Skills Development Council (ASDC) and chairs its Expert
Group for Electric Vehicles. He has authored 120+
technical papers, 4 books, and holds 4 patents, and has
been actively associated with BAJA SAEINDIA for over
20 years, contributing significantly to automotive
education and student development in India.
Academic Qualification He holds a B.E. in Mechanical Engineering from Birla
Vishvakarma Mahavidyalaya, a Master’s in Automotive
Engineering from Veermata Jijabai Technological
Institute, and a Ph.D. from Indian Institute of
TechnologyBombay.
Name of other Companies in which he holds
Directorship
Nil
Name of other companies in which he holds
Chairmanship/ Membership of Committees of
Board
Nil
Details of listed entities from which Director
resigned during last three years
None
No. of Board Meetings attended during FY 2025-
26
Not Applicable
No. of Shares held in Atul Auto Limited as on date
of Notice
400
Relationship with other directors None

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