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Himatsingka Seide Ltd. Proxy Solicitation & Information Statement 2026

Apr 29, 2026

59230_rns_2026-04-29_60df35dc-55a0-4c9b-9d6b-364b85c0a10f.pdf

Proxy Solicitation & Information Statement

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Himatsingka

REF: HSL/SEC/2026/20

April 29, 2026

To The Deputy Manager Department of Corporate Services BSE Limited PJ Towers, Dalal Street Mumbai -400001 Scrip Code: 514043 To The Manager National Stock Exchange of India Limited Exchange Plaza, Plot No. C/1, G Block Bandra-Kurla Complex, Bandra (E) Mumbai -400051 Symbol: HIMATSEIDE

Dear Sir/ Madam,

Sub: Notice of Postal Ballot

Ref: PART- A Regulation 30 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 ("Listing Regulations")

Please find enclosed a copy of the Postal Ballot Notice dated April 27, 2026, along with the Explanatory Statement, pursuant to the provisions of the Companies Act, 2013 and the Listing Regulations. The Postal Ballot Notice contains, inter alia, details and instructions for remote e- voting, seeking approval of the members of the Company on the following Special Business items:

Sl. no Description Resolution
1. To approve remuneration payable to Mr. Dinesh Kumar Himatsingka, Executive Chairman, (DIN:00139516), for the remaining tenure of two years ending May 31, 2028 Special
2. To approve remuneration payable to Mr. Shrikant Himatsingka, Executive Vice Chairman & Managing Director, (DIN: 00122103), for the remaining tenure of two years ending May 31, 2028 Special
3. To approve and adopt amended and restated Articles of Association of the Company. Special

In accordance with the relevant circulars issued by the Ministry of Corporate Affairs, the Postal Ballot Notice along with the Explanatory Statement is being sent only through electronic mode to those Members whose names appear in the Register of Members/ List of Beneficial Owners and whose e-mail IDs are registered with the Company/ Depositories viz. National Securities Depository Limited and Central Depository Services (India) Limited as on the cut-off date i.e., Friday, April 24, 2026. Physical copies of the Notice, Postal Ballot Forms and pre-paid business reply envelopes are not being sent to the Members.

The Company has engaged KFin Technologies Limited, ("KFin"), Share Transfer Agent of the Company, to facilitate remote e-voting. Detailed instructions for remote e-voting are provided in the Notice.

Himatsingka Seide Limited
Registered Office:
No.4/1-2, Crescent Road,
Bangalore – 560001, India
T +918o22378000
E [email protected]
CIN L17112KA1985PLC006647
www.himatsingka.com


Himatsingka

Members are requested to cast their votes through the remote e-voting system. The remote e-voting period will commence on Thursday, April 30, 2026 at 9:00 A.M. (IST) and conclude on Friday, May 29, 2026 at 5:00 P.M. (IST). The e-voting module shall be disabled thereafter. Once a vote is cast, it cannot be changed subsequently.

The Postal Ballot Notice is also available on the Company's website at https://www.himatsingka.com/investors/notifications?tab=tab3 and on KFin's website at www.evoting.kfintech.com. Any person who is not a member as on the cut-off date should treat this Notice for information purposes only.

The Board of Directors has appointed CS Vinod Sunder Raman (C.P. No. 22422), failing him, CS Megha Mattoo (C.P. No.27124), of M/s Megha M Vinod & Co. LLP, Company Secretaries (Peer Review No. 6786/2025), as the Scrutinizer to conduct the postal ballot process in a fair and transparent manner.

The results of the Postal Ballot, along with the Scrutinizer's Report, will be declared within two working days from the conclusion of voting and will be disseminated to the Stock Exchanges where the equity shares of the Company are listed. The same will also be hosted on the Company's website at https://www.himatsingka.com/investors/notifications?tab=tab3 and on KFin's website at www.evoting.kfintech.com.

Members may refer to the Frequently Asked Questions (FAQs) and e-voting User Manual available under the "Download" section of https://evoting.kfintech.com or contact KFin at 1-800-309-4001 (toll free) for assistance.

Members who have not updated their email addresses are requested to do so through their Depository Participants (in case of demat holdings), or by submitting a duly filled Form ISR-1 along with supporting documents to KFin (in case of physical holdings). Form ISR-1 is available on the Company's Website at https://www.himatsingka.com/investors/shareholder-information?tab=investors_service and on KFin's website at https://ris.kfintech.com/clientservices/isc/default.aspx

The above is for your information and records.

Thanking you,

Yours faithfully,

For Himatsingka Seide Limited

DORAISWAMY

BINDU

Bindu D.

Company Secretary & Compliance Officer

Encl: As above

Himatsingka Seide Limited
Registered Office:
No.4/1-2, Crescent Road,
Bangalore – 560001, India
T +918o22378000
E [email protected]
CIN L17112KA1985PLC006647
www.himatsingka.com


[Postal Ballot Notice] Page- 1

HIMATSINGKA SEIDE LIMITED

Registered Office: No. 4/1-2, Crescent Road, Bengaluru - 560 001, India
Corporate Office: 10/24, Kumara Krupa Road, Bengaluru- 560 001, India
Phone: +91-80-42578000; Email: [email protected]
Website: www.himatsingka.com
CIN: L17112KA1985PLC006647

NOTICE OF POSTAL BALLOT

[Pursuant to Section 110 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, as amended from time to time and other applicable circulars issued by the Ministry of Corporate Affairs]

Dear Members,

NOTICE of Postal Ballot ("Notice") is hereby given to the Members of Himatsingka Seide Limited ("Company") pursuant to the provisions of Section 110 read with Section 108 and other applicable provisions, if any, of the Companies Act, 2013 ("Act") (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014, ("Rules"), Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), Secretarial Standard on General Meetings ("SS-2") issued by The Institute of Company Secretaries of India, and in accordance with the guidelines prescribed by the Ministry of Corporate Affairs ("MCA") vide general circular nos. 14/2020 dated April 8, 2020; 17/2020 dated April 13, 2020; read with other relevant circulars in this regard, the latest being general circular no. 03/2025 dated September 22, 2025 (collectively referred to as the "MCA Circulars"), to transact the special business as set out hereunder by passing Special Resolutions through postal ballot via remote electronic voting ("e-voting").

Pursuant to Sections 102 and 110 and other applicable provisions of the Act, the Explanatory Statement pertaining to the said resolutions, setting out the material facts and reasons/ rationale thereof, forms part of the Notice.

In compliance with the MCA Circulars, the Company will send the Notice only by email to all its members who have registered their email addresses with the Company or the Depositories/ Depository Participants and whose names appear in the Register of Members/ List of Beneficial Owners of the Company as on Friday, April 24, 2026 (i.e. "Cut-off date").

The Company has engaged the services of KFin Technologies Limited, Share Transfer Agent of the Company ("KFin") for the purpose of providing remote e-voting facility to its members. The instructions for remote e-voting are appended to the Notice. The Notice is also available on the Company's website at https://www.himatsingka.com/investors/notifications?tab=tab3

Members desiring to exercise their vote through the remote e-voting process are requested to carefully read the instructions contained in the Notice and record their assent (FOR) or dissent (AGAINST) by following the procedure stated in the Notes forming part of the Notice. The remote e-voting period will commence on Thursday April 30, 2026 at 9:00 a.m. (IST) and ends at 5:00 p.m. (IST) on Friday, May 29, 2026. During this period, Members of the Company, holding shares as on the cut-off date, may cast their votes electronically. The remote e-voting facility will be disabled by KFin immediately thereafter.

The results of the Postal Ballot shall be declared on or before two (2) working days from the conclusion of the e-voting period and will be displayed, along with the Scrutinizer's Report, at the Registered Office of the Company, on the website of the Company and on the websites of the Stock Exchanges and KFin.

The resolutions, if approved, shall be deemed to have been duly passed on the last date specified for e-voting, i.e., Friday, May 29, 2026.


SPECIAL BUSINESS:

ITEM NO. 1

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

TO APPROVE REMUNERATION PAYABLE TO MR. DINESH KUMAR HIMATSINGKA, EXECUTIVE CHAIRMAN, (DIN:00139516), FOR THE REMAINING TENURE OF TWO YEARS ENDING MAY 31, 2028:

"RESOLVED THAT pursuant to the provisions of Sections 197, 198, Schedule V and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder, (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), Regulation 17(6)(e) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Articles of Association of the Company and such other approvals or permissions from statutory authorities as may be necessary, the approval of the shareholders be and is hereby accorded for payment of remuneration and perquisites to Mr. Dinesh Kumar Himatsingka, Executive Chairman (DIN:00139516), for the remaining tenure of two years ending on May 31, 2028, on the following terms and conditions:

a) Basic Salary: Basic salary Rs. 21,62,550/- per month in the scale of Rs. 21,62,550-1,66,350-23,28,900/-.

b) Perquisites:

Housing: Provision of furnished accommodation, owned/ hired by the Company, with a deduction of 10% of the monthly salary. If no accommodation is provided by the Company, House Rent Allowance will be payable at 50% of the basic salary.

Explanation: The expenditure incurred by the Company on electricity, water and furnishings, will be valued as per the Income tax rules, 1962 and he shall further be entitled to any other benefits to which employees of President and above categories are entitled, as per the HR policy of the Company.

The following perquisites shall be as per the rules framed by the Company from time to time:

(i) Contribution to Provident Fund
(ii) Leave Travel concession for self and family.
(iii) Contribution to Pension Fund, Superannuation Fund or Annuity Fund
(iv) Club Fees: Two club memberships (excluding life membership)
(v) Personal Accident Insurance
(vi) Medical Expenses and Medical Insurance for self and family.
(vii) Company maintained Car with Driver for official and personal use.
(viii) Telecommunication facilities for official and personal use.
(ix) Gratuity as per the Payment of Gratuity Act, 1972, or as per the Gratuity scheme of the Company, whichever is higher.

c) Annual increment: For every financial year, an increment of up to 7.7% p.a. of the fixed basic pay, effective from April 1, subject to a total fixed remuneration upper cap of Rs.4.50 crores p.a. during the remaining term of the appointment and the increments shall be determined in consultation with the Nomination and Remuneration Committee and the Board of Directors, based on the Company's remuneration philosophy and principles.

|Postal Ballot Notice| Page- 2


d) Commission: In addition to the above, such amount of commission, calculated with reference to the net profits of the Company for each financial year, as may be fixed by the Nomination and Remuneration Committee and the Board of Directors.

RESOLVED FURTHER THAT in the event of inadequacy or absence of profits in any financial year during the remaining term of the appointment, notwithstanding such inadequacy, the consent of the members of the Company be and is hereby accorded for payment to Mr. Dinesh Kumar Himatsingka, of remuneration including perquisites/ benefits in the manner mentioned hereinabove, as permissible remuneration in accordance with the applicable provisions of Schedule V of the Companies Act, 2013, including any statutory modification(s) or re-enactment thereof and that the perquisites pertaining to contribution to provident fund, superannuation fund or annuity fund and gratuity shall not be included in the computation of the ceiling on remuneration as specified in Section II and Section III of Part II of Schedule V of the Companies Act, 2013.

RESOLVED FURTHER THAT pursuant to Regulation 17(6)(e) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the annual remuneration including commission payable to Mr. Dinesh Kumar Himatsingka, may exceed Rs. 5 crores or 2.5% of the net profits of the Company, whichever is higher, but the aggregate annual remuneration including commission payable to all Promoter Executive Directors shall not exceed 10% of the net profits of the Company in any financial year during the remaining tenure of his appointment.

RESOLVED FURTHER THAT in the event of loss of office as Executive Chairman, Mr. Dinesh Kumar Himatsingka shall be paid compensation in the manner and to the extent permissible under the provisions of Section 202 of the Companies Act, 2013.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to modify, alter, increase, widen the scope of the remuneration, including Commission, within the limits set out in the resolution above, in such manner as may be agreed between the Board and Mr. Dinesh Kumar Himatsingka."

ITEM NO. 2

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

TO APPROVE REMUNERATION PAYABLE TO MR. SHRIKANT HIMATSINGKA, EXECUTIVE VICE CHAIRMAN & MANAGING DIRECTOR (DIN: 00122103), FOR THE REMAINING TENURE OF TWO YEARS ENDING MAY 31, 2028:

"RESOLVED THAT pursuant to the provisions of Sections 197, 198, Schedule V and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder, (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), Regulation 17(6)(e) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Articles of Association of the Company and such other approvals or permissions from statutory authorities as may be necessary, the approval of the shareholders be and is hereby accorded for payment of remuneration and perquisites to Mr. Shrikant Himatsingka, Executive Vice Chairman & Managing Director (DIN: 00122103), for the remaining tenure of two years ending on May 31, 2028, on the following terms and conditions:

a) Basic Salary: Basic salary Rs. 21,62,550/- per month in the scale of Rs. 21,62,550-1,66,350-23,28,900/-.

b) Perquisites:

Housing: Provision of furnished accommodation, owned/ hired by the Company, with a deduction of 10% of the monthly salary. If no accommodation is provided by the Company, House Rent Allowance will be payable at 50% of the basic salary.

Explanation: The expenditure incurred by the Company on electricity, water and furnishings, will be valued as per the Income tax rules, 1962 and he shall further be entitled to any other benefits

|Postal Ballot Notice| Page- 3


to which employees of President and above categories are entitled, as per the HR policy of the Company.

The following perquisites shall be as per the rules framed by the Company from time to time:

(i) Contribution to Provident Fund
(ii) Leave Travel concession for self and family.
(iii) Contribution to Pension Fund, Superannuation Fund or Annuity Fund
(iv) Club Fees: Two club memberships (excluding life membership)
(v) Personal Accident Insurance
(vi) Medical Expenses and Medical Insurance for self and family.
(vii) Company maintained Car with Driver for official and personal use.
(viii) Telecommunication facilities for official and personal use.
(ix) Gratuity as per the Payment of Gratuity Act, 1972, or as per the Gratuity scheme of the Company, whichever is higher.

c) Annual increment: For every financial year, an increment of up to 7.7% p.a. of the fixed basic pay, effective from April 1, subject to a total fixed remuneration upper cap of Rs.4.50 crores p.a. during the remaining term of the appointment and the increments shall be determined in consultation with the Nomination and Remuneration Committee and the Board of Directors, based on the Company's remuneration philosophy and principles.

d) Commission: In addition to the above, such amount of commission, calculated with reference to the net profits of the Company for each financial year, as may be fixed by the Nomination and Remuneration Committee and the Board of Directors.

RESOLVED FURTHER THAT in the event of inadequacy or absence of profits in any financial year during the remaining term of the appointment, notwithstanding such inadequacy, the consent of the members of the Company be and is hereby accorded for payment to Mr. Shrikant Himatsingka, of remuneration including perquisites/ benefits in the manner mentioned hereinabove, as permissible remuneration in accordance with the applicable provisions of Schedule V of the Companies Act, 2013, including any statutory modification(s) or re-enactment thereof and that the perquisites pertaining to contribution to provident fund, superannuation fund or annuity fund and gratuity shall not be included in the computation of the ceiling on remuneration as specified in Section II and Section III of Part II of Schedule V of the Companies Act, 2013.

RESOLVED FURTHER THAT pursuant to Regulation 17(6)(e) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the annual remuneration including commission payable to Mr. Shrikant Himatsingka, may exceed Rs. 5 crores or 2.5% of the net profits of the Company, whichever is higher, but the aggregate annual remuneration including commission payable to all Promoter Executive Directors shall not exceed 10% of the net profits of the Company in any financial year during the remaining tenure of his appointment.

RESOLVED FURTHER THAT in the event of loss of office as Executive Vice Chairman & Managing Director, Mr. Shrikant Himatsingka shall be paid compensation in the manner and to the extent permissible under the provisions of Section 202 of the Companies Act, 2013.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to modify, alter, increase, widen the scope of the remuneration, including Commission, within the limits set out in the resolution above, in such manner as may be agreed between the Board and Mr. Shrikant Himatsingka."

|Postal Ballot Notice| Page- 4


|Postal Ballot Notice| Page- 5

ITEM NO. 3

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

TO APPROVE & ADOPT AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF THE COMPANY

"RESOLVED THAT pursuant to the provisions of Sections 5 and 14 and other applicable provisions, if any, of the Companies Act, 2013, read with the rules made thereunder (including any statutory modification(s) or re-enactment thereof), the approval of the shareholders be and is hereby accorded to adopt the amended and restated Articles of Association in substitution of the existing Articles of Association of the Company.

RESOLVED FURTHER THAT the Executive Directors, the Company Secretary of the Company be and are hereby severally authorized to do all such acts, deeds, matters and things as may be deemed necessary, expedient or desirable for the purpose of giving effect to this resolution, including filing of necessary forms with the Registrar of Companies, Ministry of Corporate Affairs, and to take all such steps as may be required in this regard."

Registered Office:
No.4/1-2, Crescent Road,
Bangalore – 560001, India

By order of the Board
For Himatsingka Seide Limited

Place: Bengaluru
Date: April 27, 2026

Bindu D.
Company Secretary & Compliance Officer


|Postal Ballot Notice| Page- 6

NOTES:

1) The Explanatory Statement pursuant to the provisions of Section 102 of the Act, setting out all material facts relating to the aforesaid resolutions, is annexed hereto.

2) Additional information, as required under Secretarial Standard-2 on General Meetings issued by the Institute of Company Secretaries of India and Schedule V of the Act, relating to the fixation of remuneration of the Executive Directors, is enclosed with the Notice.

3) In terms of the provisions of the Act, read with the Rules made thereunder and guidelines issued vide MCA Circulars and in compliance with SEBI Listing Regulations, the Company is sending the Notice only in electronic form to those members whose names appear in the Register of Members/ List of Beneficial Owners as received from the Depositories/ Company's Share Transfer Agent as on Friday, April 24, 2026 ("Cut- Off Date") and whose e-mail addresses are registered with the Company/ KFin/ Depositories/ Depository Participants (in case of electronic shareholding). Accordingly, the physical copy of the Notice along with Postal Ballot Form and pre-paid business reply envelope will not be sent to the members for the Postal Ballot. The communication of assent or dissent of the members shall take place only through remote e-voting.

4) Only those members whose names appear in the Register of Members as on the Cut-off date shall be eligible to cast their votes through postal ballot by remote e- voting. The voting rights of members shall be in proportion to their share in the paid- up equity share capital of the Company as on the Cut-Off Date. A person who is not a member on the Cut-Off Date should treat this Notice for information purposes only.

The Notice will be available on the Company's website at https://www.himatsingka.com/investors/notifications?tab=tab3, on the websites of BSE Limited www.bseindia.com and National Stock Exchange of India Limited www.nseindia.com and also on the website of KFin at https://evoting.kfintech.com.

5) In compliance with the provisions of Sections 110 and 108 of the Act, read with the Rules, SS-2 and Regulation 44 of the SEBI Listing Regulations, as amended, the Company has engaged the services of KFin for providing remote e-voting facility to its members. The Company is offering only remote e-voting facility to enable members to cast their votes. Members are requested to carefully follow the instructions for e-voting. A member may log in any number of times until he/ she has voted on the resolution or until the end of the voting period, whichever is earlier.

6) The remote e-voting shall commence on Thursday, April 30, 2026 at 9:00 a.m. (IST) and ends at 5:00 p.m. (IST) on Friday, May 29, 2026. During this period, members holding shares in physical or electronic form as on the Cut-Off Date may cast their votes electronically. The remote e-voting module shall be disabled for voting thereafter. Once a vote on a resolution is cast, the member shall not be allowed to change it subsequently.

7) The Board of Directors of the Company has appointed CS Vinod Sunder Raman (C.P. No. 22422), failing him CS Megha Mattoo (C.P. No.27124), of M/s Megha M Vinod & Co. LLP, Company Secretaries (Peer Review No. 6786/ 2025), as the Scrutinizer for conducting the postal ballot process in a fair and transparent manner.

8) The Scrutinizer shall submit the report to the Chairman, or any other person authorised by him after scrutiny of votes cast. The results will be declared on or before Monday, June 1, 2026. The Scrutinizer's decision on the validity of votes cast will be final.

9) The results declared along with the Scrutinizer's Report shall be placed on the Company's website https://www.himatsingka.com/investors/notifications?tab=tab3 and on the websites of the stock exchanges, i.e., BSE Limited www.bseindia.com and National Stock Exchange of India Limited www.nseindia.com, and on the website of KFin www.evoting.kfintech.com. The results shall also be displayed on the notice board at the Registered Office of the Company.

10) The Resolution, if passed by the requisite majority through Postal Ballot, shall be deemed to have been passed on the last date specified for remote e-voting i.e. Friday, May 29, 2026.

11) Members desirous of inspecting any documents referred to in the Notice or Explanatory Statement may send their request to [email protected] from their registered email address, mentioning their name, folio number, DP ID/ Client ID, during the voting period.

12) Voting in the Postal Ballot cannot be exercised through Proxy.


13) Institutional shareholders (i.e., other than individuals, HUFs, NRIs, etc.) are required to send a scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority Letter, etc., along with the attested specimen signature(s) of the duly authorized signatory(ies), to the Scrutinizer at [email protected], with a copy marked to [email protected].

14) To receive communications through electronic means, including Annual Reports and notices, members are requested to kindly register/ update their email address with their respective Depository Participant (in case of shares held in electronic form). For shares held in physical form, members are advised to register their e-mail address with KFin by submitting ISR Forms at: KFin Technologies Limited, [Unit: Himatsingka Seide Limited], Selenium Building B, Plot No. 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad - 500 032, Telangana, India.

Registered Office:
No.4/1-2, Crescent Road,
Bangalore – 560001, India

By order of the Board
For Himatsingka Seide Limited

Place: Bengaluru
Date: April 27, 2026

Bindu D.
Company Secretary & Compliance Officer

|Postal Ballot Notice| Page- 7


Explanatory Statement pursuant to Section 102 of the Companies Act, 2013

The following Statement sets out all material facts relating to above items mentioned in the accompanying Notice.

Item No. 1: TO APPROVE REMUNERATION PAYABLE TO MR. DINESH KUMAR HIMATSINGKA, EXECUTIVE CHAIRMAN, (DIN:00139516), FOR THE REMAINING TENURE OF TWO YEARS ENDING MAY 31, 2028:

The Nomination & Remuneration Committee (NRC) at its meeting held on May 30, 2023 had recommended the re-appointment of Mr. Dinesh Kumar Himatsingka (DIN:00139516) as Executive Chairman of the Company for a term of five (5) years, commencing from June 1, 2023 to May 31, 2028. Based on the said recommendation, the Board of Directors approved his re-appointment at its meeting held on May 30, 2023 and the same was subsequently approved by the members by way of a Special Resolution passed through Postal Ballot on July 21, 2023.

The members had also approved, in terms of Schedule V of the Act, the payment of remuneration to Mr. Dinesh Kumar Himatsingka in the event of inadequacy/ absence of profits, which approval is valid for a period of three (3) years i.e., up to May 31, 2026.

As his current term continues, and in view of the remaining tenure of two (2) years ending on May 31, 2028, the Board of Directors at the meeting held on April 27, 2026, based on the recommendation of NRC, has approved the remuneration payable to Mr. Dinesh Kumar Himatsingka, for the said remaining period, subject to the approval of the members.

Mr. Dinesh Kumar Himatsingka is the founder of the Company and has been in its growth and transformation. Under his visionary leadership, the Company has grown significantly and established a strong presence in the global home textiles market. He is widely recognized for pioneering luxury home textile manufacturing in India and for his significant contribution towards positioning India on the global textile map.

Considering his vast experience, leadership capabilities, and continued contribution to the Company, the Board is of the opinion that the remuneration proposed to be paid to him is commensurate with his role and responsibilities, industry benchmarks, and the size, scale and performance of the Company.

In the event of inadequacy or absence of profits in any financial year during the remaining tenure of his appointment, the remuneration, including perquisites and benefits, proposed to be paid to Mr. Dinesh Kumar Himatsingka shall be in accordance with the structure set out in the resolution above. The perquisites pertaining to contribution to provident fund, superannuation fund or annuity fund and gratuity shall not be included in the computation of the ceiling on remuneration specified under Section II and Section III of Part II of Schedule V of the Act.

Further, pursuant to Regulation 17(6)(e) of the SEBI Listing Regulations, approval of the members by way of a Special Resolution is required where the annual remuneration payable to a promoter executive director exceeds ₹5 crores or 2.5% of the net profits of the Company, whichever is higher. Accordingly, approval of the members is being sought for payment of remuneration, notwithstanding that the total remuneration including commission may exceed the aforesaid limits, provided that the aggregate annual remuneration including commission payable to all Promoter Executive Directors shall not exceed 10% of the net profits of the Company in any financial year during the tenure of his appointment.

The draft addendum to the contract of service proposed to be entered into with Mr. Dinesh Kumar Himatsingka will be available for inspection by the Members upon sending a request from their registered e-mail address, mentioning their DPID/ Client ID or Folio No. to the Company at [email protected] during the e-voting period.

Except Mr. Dinesh Kumar Himatsingka, Mr. Shrikant Himatsingka, and their relatives, to the extent of their shareholding, if any, in the Company, none of the Directors or Key Managerial Personnel of the Company or their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution set out at Item No. 1 of the Notice.

The Board recommends the Special Resolution set out at Item No. 1 for approval of the members.

|Postal Ballot Notice| Page- 8


Item No. 2:
TO APPROVE REMUNERATION PAYABLE TO MR. SHRIKANT HIMATSINGKA, EXECUTIVE VICE CHAIRMAN & MANAGING DIRECTOR (DIN: 00122103), FOR THE REMAINING TENURE OF TWO YEARS ENDING MAY 31, 2028:

The Nomination & Remuneration Committee (NRC) at its meeting held on May 30, 2023 had recommended the re-appointment of Mr. Shrikant Himatsingka (DIN: 00122103) as Executive Vice Chairman & Managing Director of the Company for a term of five (5) years, commencing from June 1, 2023 to May 31, 2028. Based on the said recommendation, the Board of Directors approved his re-appointment at its meeting held on May 30, 2023 and the same was subsequently approved by the members by way of a Special Resolution passed through Postal Ballot on July 21, 2023.

The members had also approved, in terms of Schedule V of the Act, the payment of remuneration to Mr. Shrikant Himatsingka in the event of inadequacy/ absence of profits, which approval is valid for a period of three (3) years i.e., up to May 31, 2026.

As his current term continues, and in view of the remaining tenure of two (2) years ending on May 31, 2028, the Board of Directors at the meeting held on April 27, 2026, based on the recommendation of NRC, has approved the remuneration payable to Mr. Shrikant Himatsingka, for the said remaining period, subject to the approval of the members.

Mr. Shrikant Himatsingka joined the family business in 2001 and has played a pivotal role in transforming the Company into a significant player in the global home textiles industry. Under his leadership, the Company has expanded its manufacturing capabilities, diversified its brand portfolio, and strengthened its global presence. He has been instrumental in building integrated manufacturing models, adopting advanced technologies, and fostering a progressive and efficient shop floor culture. Under his stewardship, the Company has witnessed substantial growth and has contributed meaningfully to India's manufacturing landscape. The Company was also featured among the top wealth creators in the country in 2019 by Fortune Magazine, reflecting sustained value creation for shareholders. Mr. Shrikant Himatsingka is an alumnus of the Leonard N. Stern School of Business, New York.

Considering his extensive experience, leadership qualities, and significant contribution to the Company, the Board is of the opinion that the remuneration proposed to be paid to him is commensurate with his role and responsibilities, industry benchmarks, and the size, scale and performance of the Company.

In the event of inadequacy or absence of profits in any financial year during the remaining tenure of his appointment, the remuneration, including perquisites and benefits, proposed to be paid to Mr. Shrikant Himatsingka shall be in accordance with the structure set out in the resolution above. The perquisites pertaining to contribution to provident fund, superannuation fund or annuity fund and gratuity shall not be included in the computation of the ceiling on remuneration specified under Section II and Section III of Part II of Schedule V of the Act.

Further, pursuant to Regulation 17(6)(e) of the SEBI Listing Regulations, approval of the members by way of a Special Resolution is required where the annual remuneration payable to a promoter executive director exceeds ₹5 crores or 2.5% of the net profits of the Company, whichever is higher. Accordingly, approval of the members is being sought for payment of remuneration, notwithstanding that the total remuneration including commission may exceed the aforesaid limits, provided that the aggregate annual remuneration including commission payable to all Promoter Executive Directors shall not exceed 10% of the net profits of the Company in any financial year during the tenure of his appointment.

The draft addendum to the contract of service proposed to be entered into with Mr. Shrikant Himatsingka will be available for inspection by the Members upon sending a request from their registered e-mail address, mentioning their DPID/ Client ID or Folio No. to the Company at [email protected] during the e-voting period.

Except Mr. Dinesh Kumar Himatsingka, Mr. Shrikant Himatsingka, and their relatives, to the extent of their shareholding, if any, in the Company, none of the Directors or Key Managerial Personnel of the Company or their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution set out at Item No. 2 of the Notice.

The Board recommends the Special Resolution set out at Item No. 2 for approval of the members.

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DETAILS OF DIRECTORS

[Pursuant to Secretarial Standard 2 on General Meetings]

Name Mr. Dinesh Kumar Himatsingka Mr. Shrikant Himatsingka
DIN 00139516 00122103
Age (Years) 77 46
Initial date of appointment on the Board January 23, 1985 June 3, 2003
Brief Resume including Qualifications & Experience Mr. D.K. Himatsingka is the founder and Executive Chairman of the Company and has been director of the Company since January 1985. He holds a Bachelor of Arts (Honors in Economics) from Calcutta University. As an industrialist, he pioneered luxury home textile manufacturing in India, he has been instrumental in the growth and transformation of the Company and in establishing India's presence in the global home textiles market. Mr. Shrikant Himatsingka is the Executive Vice Chairman & Managing Director of the Company and has been a Director of the Company since June 2003. He holds a Bachelor of Science in Economics from Leonard N. Stern School of Business, New York University. He has played a pivotal role in transforming the Company into a global home textiles player through expansion of manufacturing capabilities, diversification of portfolio, and strengthening of global operations.
Terms and conditions of appointment/ re-appointment including remuneration sought to be paid As set out in the resolution at Item No. 1 of the Notice. As set out in the resolution at Item No. 2 of the Notice.
Last drawn Remuneration*, if applicable (including Commission) Rs. 430.81 lakhs (FY 2024-25)
Remuneration Rs.360.75 lakhs (FY 2025-26) Rs. 430.81 lakhs (FY 2024-25)
Remuneration Rs.360.75 lakhs (FY 2025-26)
Shareholding in the Company as on date of Notice including as a beneficial owner 13.84% 18.53%
Inter-se Relationships between Directors, Managers and KMP Mr. Dinesh Kumar Himatsingka is father of Mr. Shrikant Himatsingka, Executive Vice Chairman & Managing Director of the Company Mr. Shrikant Himatsingka is son of Mr. Dinesh Kumar Himatsingka, Executive Chairman of the Company
Number of Board Meetings attended during the Financial Year 2025-26: 6
2026-27: 1 2025-26: 8
2026-27:1
Other Companies in which he is a director • Himatsingka Wovens Private Limited
• Orient Silk Pvt Ltd • Himatsingka Ventures Private Limited
• Himatsingka Wovens Private Limited
• Himatsingka Energy Private Limited
• Bihar Mercantile Union Private Limited
• Aditya Resources Limited
• Priya Resources Private Limited
• Awdhan Trading Co. Ltd.

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*The aforementioned remuneration does not include the cost of employee benefits such as gratuity. Provision for these benefits are determined based on an actuarial valuation carried out for the Company as a whole.

STATEMENT PURSUANT TO SECTION II, PART II OF THE SCHEDULE V OF THE COMPANIES ACT, 2013

I. GENERAL INFORMATION
1. Nature of Industry: The Company operates in the Home Textile Industry.
2. Date or expected date of commencement of Commercial production: December 1, 1987
3. In case of new companies, expected date of commencement of activities as per project approved financial institutions appearing in the prospectus: Not applicable
4. Financial performance based on given indicators: (Rs in lakhs)
Particulars F.Y. 2024-25 F.Y. 2023-24
Revenue from Operations 2,22,049 2,54,910
Other Income 4,727 2,675
Total Revenue 2,26,776 2,57,585
EBITDA 46,917 52,088
EBITDA Margin (%) 21% 20%
EBIT 35,341 40,484
Profit before tax 8,510 16,417
Tax Expense -6,158 4,877
Profit after tax 14,669 11,540
5. Foreign investments or collaborators, if any: Himatsingka America Inc., United States- wholly owned subsidiary Himatsingka Holdings NA Inc., United States- step-down wholly owned subsidiary
II A. INFORMATION ABOUT THE DIRECTORS:
--- ---
Mr. D.K. Himatsingka
1. Background details: Mr. D.K. Himatsingka is the founder and Executive Chairman of the Company and has been director of the Company since January 1985. He holds a Bachelor of Arts (Honors in Economics) from Calcutta University. As an industrialist, he pioneered luxury home textile manufacturing in India, he has been instrumental in the growth and transformation of the Company and in establishing India's presence in the global home textiles market.
2. Past Remuneration including commission: Rs. 430.81 lakhs (FY 2024-25)/ Remuneration Rs.360.75 lakhs (FY 2025-26)
3. Recognition or awards: Silver Award from TEXPROCIL (Cotton Textiles Export Promotion Council) in bed linen and terry towel categories. The Company has also received “Great Place to Work” certification.
4. Job profile and his suitability: As Executive Chairman, he provides strategic direction and leadership to the Company in addition to Governance and Ethical Custodianship, Brand reputation, Customer and Market Stewardship, Risk oversight and business continuity. Considering his extensive experience, expertise, and contribution, the Board of Directors and Nomination & Remuneration Committee, at their meetings held on May 30, 2023, approved his re-appointment for a period of five years w.e.f. June 1, 2023.
5. Remuneration proposed: As set out in the resolution
6. Comparative remuneration profile with respect to industry, size of the company, profile of the position and person (in case of expatriates the relevant details would be w.r.t. the country of his origin): The Board of Directors and Nomination & Remuneration Committee, while approving his remuneration, have considered industry benchmarks, the

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size and scale of operations of the Company, and his profile and responsibilities, and are of the opinion that the remuneration is commensurate with that paid for similar positions in comparable companies.
7. Pecuniary relationship directly or indirectly with the company, or relationship with the managerial personnel or other director, if any: Apart from the remuneration and his shareholding, he does not have any other pecuniary relationship with the Company. Mr. D.K. Himatsingka is father of Mr. Shrikant Himatsingka, Executive Vice Chairman & Managing Director of the Company. Ms. Akanksha Himatsingka, Senior Management Personnel, is wife of Mr. Shrikant Himatsingka, Executive Vice Chairman & Managing Director.
B. Mr. Shrikant Himatsingka
--- ---
1. Background details: Mr. Shrikant Himatsingka is the Executive Vice Chairman & Managing Director of the Company and has been a Director of the Company since June 2003. He holds a Bachelor of Science in Economics from Leonard N. Stern School of Business, New York University. He has played a pivotal role in transforming the Company into a global home textiles player through expansion of manufacturing capabilities, diversification of portfolio, and strengthening of global operations.
2. Past Remuneration including commission: Rs. 430.81 lakhs (FY 2024-25)/ Remuneration Rs.360.75 lakhs (FY 2025-26)
3. Recognition or awards: Silver Award from TEXPROCIL (Cotton Textiles Export Promotion Council) in bed linen and terry towel categories. The Company has also received “Great Place to Work” certification.
4. Job profile and his suitability: He is responsible for overall management, operations, and execution of business strategies in addition to sustainable growth & market eminence, stakeholder capital & customer centricity, operational excellence & value creation, innovation, digital transformation & future readiness. Considering his qualifications, experience, and performance, the Board of Directors and Nomination & Remuneration Committee, at their meetings held on May 30, 2023, approved his re-appointment for a period of five years with effect from June 1, 2023.
5. Remuneration proposed: As set out in the resolution
6. Comparative remuneration profile with respect to industry, size of the company, profile of the position and person (in case of expatriates the relevant details would be w.r.t. the country of his origin): The Board of Directors and Nomination & Remuneration Committee, while approving his remuneration, have considered industry benchmarks, the size and scale of operations of the Company, and his profile and responsibilities, and are of the opinion that the remuneration is commensurate with that paid for similar positions in comparable companies.
7. Pecuniary relationship directly or indirectly with the company, or relationship with the managerial personnel or other director, if any: Apart from the remuneration and his shareholding, he does not have any other pecuniary relationship with the Company. Mr. Shrikant Himatsingka is son of Mr. Dinesh Kumar Himatsingka, Executive Chairman of the Company. Ms. Akanksha Himatsingka, Senior Management Personnel, is wife of Mr. Shrikant Himatsingka, Executive Vice Chairman & Managing Director.
III. OTHER INFORMATION
--- ---
1. Reason of loss or inadequate profits: Currently, the Company is generating adequate profits. In case of any future inadequacy due to subdued demand, global uncertainties, any force majeure situations or other factors, remuneration may be paid as specified in the resolution. As a matter of abundant precaution, the Special Resolutions mentioned under item Nos. 1-2 have been proposed in compliance with the provisions of the Act read with Schedule V to the Act.
2. Steps taken or proposed to be taken for improvements: The Company will undertake appropriate measures to address any profit shortfalls if they arise.
3. Expected increase in productivity and profits in measurable terms: Operating performance is expected to improve progressively through better capacity utilization and efficiency measures.

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IV. DISCLOSURES
Disclosures regarding all elements of the remuneration package, including salary, benefits, bonuses, pensions, fixed components, performance linked incentives, performance criteria, service contract details, notice period and severance fees, etc. will be provided in the Corporate Governance Report forming part of the Annual Report.

ITEM NO. 3

TO APPROVE & ADOPT AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF THE COMPANY

The Company's existing Articles of Association ("AoA") have been amended from time to time over the years to cater to the specific requirements. In order to align the AoA with the various applicable provisions including the Companies Act, 2013, it is proposed to amend and replace the existing AoA with the amended and restated AoA.

The Board of Directors at its meeting held on April 27, 2026, has approved the proposal to amend and replace the existing AoA of the Company with the amended and restated AoA, subject to the approval of the shareholders.

Pursuant to Sections 5 and 14 of the Companies Act, 2013, the consent of the members by way of special resolution is required for adopting the amended and restated AoA in substitution of the existing AoA.

The existing AoA of the Company along with the draft of the amended and restated AoA, will be available for inspection by the members during the e-voting period on the Company's website at: https://www.himatsingka.com/investors/shareholder-information.

None of the Directors or any Key Managerial Personnel or any relative of any of the Directors of the Company or the relatives of any Key Managerial Personnel is, in anyway, concerned or interested, financially or otherwise, in the resolution set out at Item No. 3 of the Notice.

The Board recommends the Special Resolution set out at Item No. 3 for approval of the members.

Registered Office:
No.4/1-2, Crescent Road,
Bangalore – 560001, India

By order of the Board
For Himatsingka Seide Limited

Place: Bengaluru
Date: April 27, 2026

Bindu D.
Company Secretary & Compliance Officer

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LOGIN METHOD FOR E-VOTING FOR INDIVIDUAL SHAREHOLDERS HOLDING SECURITIES IN DEMAT MODE

Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020, on “e-voting facility provided by listed companies”, the e-voting process has been enabled for all individual demat account holders through a single login credential, available through their demat accounts/ website of Depositories/ Depository Participants (“DPs”), in order to enhance the efficiency of the voting process.

Individual demat account holders can cast their votes without having to register again with the e-voting service provider (“ESP”), thereby facilitating seamless authentication as well as ease and convenience in participating in the e-voting process.

Members are advised to update their mobile number and e-mail address with their respective DPs to enable access to the e-voting facility.

A. Login method for Individual shareholders holding securities in Demat mode:

| Individual shareholders holding securities in Demat mode with National Securities Depository Limited (“NSDL”) | A. User registered for NSDL IDeAS facility:
1. Open a web browser and type the following URL: https://eservices.nsdl.com on a personal computer or mobile device.
2. Once the home page of e-Services is launched, click on the “Beneficial Owner” icon under the “Login” section available under the “IDeAS” section.
3. A new screen will open. Enter your User ID and Password. After successful authentication, you will be able to see e-voting services.
4. Click on “Access to e-voting” under e-voting services, and you will be able to see the e-voting page.
5. Click on the option available against the Company name or e-voting service provider, i.e., KFintech, and you will be redirected to the e-voting service provider’s website for casting your vote during the e-voting period.

B. User not registered for IDeAS e-Services:
1. The option to register is available at https://eservices.nsdl.com. Select “Register Online for IDeAS” or click on https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp.
2. Complete the required fields for registration.
3. After successful registration, follow the steps mentioned above to cast your vote.

C. By visiting the e-Voting website of NSDL:
1. Visit the e-voting website of NSDL by typing https://www.evoting.nsdl.com in your web browser.
2. Once the home page is launched, click on the “Login” icon under the ‘Shareholder/ Member’ section.
3. A new screen will open. Enter your User ID (i.e., your 16-digit demat account number held with NSDL), Password/ OTP, and the verification code as displayed on the screen.
4. After successful authentication, you will be redirected to the NSDL Depository site, where you can access the e-voting page.
5. Click on the option available against the Company name or e-voting service provider, i.e., KFintech, to cast your vote.

D. NSDL Mobile App:
Shareholders/ Members can also use the NSDL mobile application “NSDL Speede” for a seamless voting experience by scanning the QR code mentioned below: |
| --- | --- |

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| | NSDL Mobile App is available on
App Store
Google Play |
| --- | --- |
| Individual Shareholders holding securities in Demat mode with Central Depository Services (India) Limited (“CDSL”) | A. Existing users who have opted for Easi/ Easiest:
1. Open a web browser and visit www.cdslindia.com. Click on the login icon and select “New System Myeasi”.
2. Log in using your existing User ID and Password.
3. Upon successful login, you will be able to access the e-voting page without any further authentication.
4. The system will display the e-voting menu, including links to e-voting service providers. Click on KFintechs to cast your vote.

B. Users who have not opted for Easi/ Easiest:
1. The option to register is available at www.cdslindia.com
2. Complete the required fields for registration.
3. After successful registration, follow the steps mentioned above.

C. By visiting the e-Voting website of CDSL:
1. Users can directly access the e-voting page by providing their Demat Account Number and PAN through www.cdslindia.com.
2. The system will authenticate the user by sending an OTP to the registered mobile number and e-mail ID.
3. After successful authentication, the user will be able to access the e-voting option and proceed to the e-voting service provider, i.e., KFintech. |
| Individual Shareholders (holding securities in Demat mode) logging through their depository participants (DPs) | 1. Shareholders can log in using the credentials provided by their Depository Participant registered with NSDL/ CDSL for e-voting.
2. Once logged in, the e-voting option will be available.
3. Upon clicking the e-voting option, the user will be redirected to the NSDL/ CDSL website for authentication.
4. After successful authentication, select the option available against the Company name or e-voting service provider, i.e., KFintech, to cast your vote. |

Important note: Members who are unable to retrieve their User ID/ Password are advised to use the “Forgot User ID” and “Forgot Password” options available on the respective websites.

Helpdesk for Individual Shareholders holding securities in Demat mode

NSDL Members facing technical issues may contact the NSDL helpdesk at [email protected] or call toll free numbers: 022-4886 7000 / 022-2499 7000.
CDSL Members facing technical issues may contact CDSL helpdesk at [email protected] or contact toll free number: 1800 22 55 33.

A. Login method for remote e-voting for shareholders other than individual shareholders holding securities in Demat mode and shareholders holding securities in physical mode.

i. The Initial password is provided in the body of the e-mail.
ii. Launch your internet browser and type the URL: https://evoting.kfintech.com in the address bar.
iii. Enter the login credentials i.e. User ID and password mentioned in your e-mail. Your Folio No./ DP ID-Client ID will be your User ID. However, if you are already registered with KFin for e-voting, you may use your existing User ID and password to cast your vote.


iv. After entering the details, click on "Login".

v. You will be prompted to change your password. It is mandatory to change your password. The new password must contain a minimum 8 characters, including at least one upper case letter (A-Z), one lower case letter (a-z), one numeric value (0-9) and one special character (e.g., @, #, $, etc.). It is strongly recommended not to share your password with any other person and to take utmost care to keep it confidential.

vi. Thereafter, log in again using your new credentials.

vii. Upon successful login, the system will prompt you to select the EVENT i.e., 9687.

viii. On the voting page, the number of shares held by you as on the cut-off date (which represents the number of votes) will be displayed. You may cast your vote by selecting "FOR"/"AGAINST" for the entire shareholding or partially under both options, provided that the total number of votes cast does not exceed your total shareholding as on the cut-off date. You may also choose the option "ABSTAIN", in which case your votes will not be counted under either category.

ix. Members holding multiple folios/ demat accounts may choose to vote separately for each folio/ demat account.

x. After selecting the appropriate option, click on 'Submit'. A confirmation box will be displayed. Click 'OK' to confirm or 'Cancel' to modify your vote. Once confirmed, your vote cannot be modified. During the voting period, you may log in multiple times until you have confirmed voting on all the resolutions.

xi. Corporate/ Institutional Members (i.e., other than individuals, HUF, NRI, etc.) are required to send a scanned copy (PDF/JPG format) of the certified true copy of the relevant Board Resolution/ Authority Letter, along with the attested specimen signature(s) of the duly authorised signatory(ies), to the Scrutinizer through at [email protected], with a copy marked to the Company at [email protected]. Such documents may also be uploaded in the e-voting module. The scanned documents should be named in the format 'HSL_EVENT No.'

In case of any queries/ grievances:

Members may refer to the Frequently Asked Questions (FAQs) and e-voting User Manual available under the "Download" section of https://evoting.kfintech.com or contact KFin at 1-800-309-4001 (toll free).

Mandatory Updation of PAN, KYC, Nomination and Bank Details by Members

  • SEBI has mandated furnishing of KYC details, including PAN, postal address with PIN code, e-mail address, mobile number, bank account details, and specimen signature, along with nomination details, by holders of securities in physical form in the prescribed formats.

Any service requests or complaints received from members are processed by KFin only upon receipt of the aforesaid details/ documents.

Further, with effect from April 1, 2024, members holding shares in physical form are not eligible to receive dividends in physical mode. Accordingly, dividend payments in respect of such holdings are liable to be withheld and shall be released only upon completion of KYC updation. The procedure for updating KYC is provided below in the Notes to this Notice.

  • Members holding shares in physical form are requested to furnish Form ISR-1, Form ISR-2, and Form SH-13 to update their KYC details and nomination (in case the same are not already updated) to: KFin Technologies Limited, Unit: Himatsingka Seide Limited, Selenium Tower B, Plot Nos. 31 & 32, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad – 500032, Toll Free: 1800 309 4001, Email: [email protected]. Alternatively, the same may be sent to: The Company Secretary, Himatsingka Seide Limited, 10/24, Kumara Krupa Road, High Grounds, Bengaluru – 560 001, Email: [email protected]

The prescribed forms and related documents are available on the website of KFin at: https://ris.kfintech.com/clientservices/isc/isrforms.aspx

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  • Members are requested to promptly notify any change in their name, address, bank details, e-mail address, contact numbers, or nomination details to:
  • the Company/RTA (for shares held in physical form), and
  • their Depository Participants (for shares held in dematerialized form).

Dematerialization of Shares

  • Pursuant to Regulation 40 of the SEBI Listing Regulations, read with relevant circulars issued thereunder, listed companies can issue securities only in dematerialized form while processing service requests such as issue of duplicate share certificates, renewal/ exchange, endorsement, sub-division/ splitting, consolidation, transfer, transmission, or transposition of securities.

In view of the above and to eliminate risks associated with holding physical shares, members are requested to consider converting their holdings into dematerialized form. Members may contact KFin for assistance in this regard.

  • Members are requested to make service requests by submitting a duly filled and signed Form ISR-4, the format of which is available at: https://ris.kfintech.com/clientservices/isc/isrforms.aspx

It may be noted that any service request will be processed only after the folio is compliant with the prescribed KYC requirements.

Investor Education and Protection Fund (IEPF)

  • Members are requested to note that dividends not encashed or remaining unclaimed for a period of seven (7) years from the date of transfer to the Company's Unpaid Dividend Account shall, in terms of Section 124 of the Act, be transferred to the Investor Education and Protection Fund ("IEPF") established under Section 125 of the Act.

Further, pursuant to the provisions of Section 124(6) of the Act read with the IEPF Rules, as amended, all shares in respect of which dividend has remained unpaid or unclaimed for seven consecutive years or more are required to be transferred to the demat account of the IEPF Authority.

The Company sends periodic reminders to members whose dividends remain unpaid/ unclaimed before transferring such amounts and corresponding shares to IEPF. Details of unpaid/ unclaimed dividends and shares liable for transfer are available on the Company's website at https://www.himatsingka.com/investors/shareholder-information?tab=dividend_tab.

Members who have not encashed the Final Dividend for FY 2018–19 or any subsequent dividend(s) are requested to write to the Company Secretary at [email protected] or to KFin at [email protected].

In case no valid claim is received, the Company shall transfer such unpaid dividends along with the corresponding shares to the IEPF in accordance with the prescribed procedure. Members may subsequently claim such amounts and shares from the IEPF Authority in accordance with the applicable rules.

Special Window for Transfer and Dematerialisation of Physical Securities

  • The Company, in accordance with SEBI Circular No. HO/38/13/11(2)2026-MIRSD-POD/I/3750/2026 dated January 30, 2026, has opened a special window from February 5, 2026 to February 4, 2027, for the transfer and dematerialisation of physical securities that were purchased or sold prior to April 1, 2019, and were either rejected or remain unprocessed.

All such securities will be issued only in dematerialized form and shall be subject to a lock-in period of one (1) year from the date of transfer. During the lock-in period, such securities shall not be eligible for transfer, pledge, or creation of lien.

This facility shall not be applicable to disputed cases or to shares that have already been transferred to the IEPF.

Shareholders may submit the requisite documents to the Company's Registrar and Share Transfer Agent at: KFin Technologies Limited, Unit: Himatsingka Seide Limited, Selenium Tower B, Plot Nos. 31 & 32, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad – 500032, Toll Free: 1800 309 4001, Email: [email protected]

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Second 100-Day Campaign – “Saksham Niveshak”

  • The Company has launched the second 100-Day Campaign titled “Saksham Niveshak”, commencing from April 1, 2026 and concluding on July 9, 2026.

Purpose of the Campaign:

  • To resolve issues related to unclaimed dividends and shares
  • To facilitate updation of KYC and nomination details
  • To promote transparency and investor empowerment through direct claims processing

The Campaign also enabled:

  • Shareholders to claim unclaimed dividends
  • Activation of shareholder accounts, thereby mitigating transfer of shares/ dividends to IEPF due to inactivity
  • Encouragement of KYC updates (PAN, bank details, contact details, nomination)

  • Shareholders are requested to check their unclaimed dividend details on the Company’s website at: https://www.himatsingka.com/investors/shareholder-information?tab=dividend_tab or on the IEPF Authority’s website at: https://iepfa.gov.in/login

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