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Jindal Stainless Limited — Proxy Solicitation & Information Statement 2025
Dec 9, 2025
60705_rns_2025-12-09_8d4c80fb-0fe2-4793-bd90-4b73b628d322.pdf
Proxy Solicitation & Information Statement
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December 09, 2025
BSE Limited
Listing Department, 1st Floor, New Trading Ring, Rotunda Building, P J Towers, Dalal Street, Fort, Mumbai – 400 001 Ph. No.: 022 - 2272 3121, 2037, 2041, 3719, 2039, 2272 2061 Email: [email protected]
National Stock Exchange of India Ltd. Listing Department, Exchange Plaza, 5th Floor, Plot no. C/1, G Block Bandra-Kurla Complex, Bandra (E), Mumbai-400051 Ph. No.: 022 -2659 8237, 8238, 8347, 8348 Email: [email protected]
Security Code No.: 532508
Security Code No.: JSL
Sub.: Intimation pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 – Postal Ballot Notice
Dear Sirs,
Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), please find enclosed the Postal Ballot Notice dated November 28, 2025 along with the Explanatory Statement, which is being sent to the Members of Jindal Stainless Limited (“the Company”) whose names appear in the Register of Members / Beneficial Owners as on November 28, 2025, being the cut-off date, seeking their approval for the special business as set out therein.
Further, in terms of General Circular Nos. 14/2020 dated April 08, 2020, 17/2020 dated April 13, 2020 and subsequent circulars issued from time to time, the latest being General Circular No. 03/2025 dated September 22, 2025 issued by the Ministry of Corporate Affairs, the Postal Ballot Notice is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/Depositories.
The remote e-voting period will commence on Wednesday, December 10, 2025 at 9.00 a.m. (IST) and will end on Thursday, January 08, 2026 at 5.00 p.m. (IST). The remote e-voting module shall be disabled by MUFG Intime India Private Limited (formerly known as Link Intime India Pvt. Ltd.) thereafter. Once the vote on the resolution is cast, member will not be allowed to change it subsequently.
You are requested to kindly take the above on record.
Thanking you,
Yours faithfully, For Jindal Stainless Limited
NAVNEET Digitally signed by NAVNEET RAGHUVANSHI RAGHUVANSHI Date: 2025.12.09 17:04:47 +05'30'
Navneet Raghuvanshi Head Legal, Company Secretary & Compliance Officer
Enclosed as above
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JINDAL STAINLESS LIMITED
(CIN: L26922HR1980PLC010901) Regd. Office: O.P. Jindal Marg, Hisar – 125 005 (Haryana), India Phone No.: (01662) 222471-83
Email Id.: [email protected] Website: www.jindalstainless.com Corporate Office: Jindal Centre, 12, Bhikaiji Cama Place, New Delhi – 110 066 Phone No.: (011) 26188345-60, 41462000
NOTICE OF POSTAL BALLOT
Dear Member(s),
NOTICE is hereby given to the Members of Jindal Stainless Limited (“the Company”) , pursuant to Section 110 read with Section 108 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) read with Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014 (“Rules”), Secretarial Standard-2 on General Meetings issued by the Institute of Company Secretaries of India (“SS-2”) and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) , as amended from time to time, and in accordance with the guidelines prescribed by Ministry of Corporate Affairs (“MCA”) for conducting postal ballot through e-voting vide General Circular Nos. 14/2020 dated 8[th] April, 2020, 17/2020 dated 13[th] April, 2020 and subsequent circulars issued from time to time, the latest being General Circular No. 03/2025 dated 22[nd] September, 2025 (hereinafter collectively referred to as “MCA Circulars” ) and other applicable provisions of the Act, Rules, Listing Regulations, circulars and notifications (including any statutory modification(s), clarification(s), substitution(s) or re-enactment(s) thereof for the time being enforced), to transact the special business as set out hereunder by passing the resolution as appended below by means of voting through postal ballot by electronic means (“remote e-voting”). Accordingly, the said resolution and, the explanatory statement pursuant to Section 102(1) of the Act and other applicable provisions, if any, stating all material facts and the reasons /rationale thereof for the proposal are appended below. The Company has appointed Mr. Sandeep Garg, Advocate as the Scrutinizer who is not in the employment of the Company, for conducting the postal ballot process in a fair and transparent manner.
SPECIAL BUSINESS:
1. TO CONSIDER AND APPROVE RE-APPOINTMENT OF DR. RAJEEV UBEROI (DIN: 01731829) AS AN INDEPENDENT DIRECTOR FOR A SECOND TERM OF THREE CONSECUTIVE YEARS
To consider and, if thought fit, to pass the following resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 149, 152, 160 and all other applicable provisions, if any, read with Schedule IV of the Companies Act, 2013 read with the Companies (Appointment and Qualification of Directors) Rules, 2014 (“the Act”) and Regulations 16 and 25 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), including any statutory modifications or re-enactment(s) thereof and any rules made thereunder, Dr. Rajeev Uberoi (DIN: 01731829), who has declared that he meets the criteria of independence as provided in Section
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149(6) of the Act and the Listing Regulations and who is eligible for re-appointment for a second term under the provisions of the Act and in respect of whom the Company has received a notice in writing from a Member of the Company proposing his candidature for the office of Director under Section 160 of the Act, be and is hereby re-appointed as a Non-Executive Independent Director of the Company, whose term shall not be subject to retire by rotation, to hold office for second term of three (3) consecutive years w.e.f. 2[nd] November, 2025 till 1[st] November, 2028;
RESOLVED FURTHER THAT the Board of Directors (including any Committee(s) thereof), be and is hereby authorized to take necessary steps including delegation of all or any of the powers herein conferred to any one or more Directors or Officers of the Company and to do all such acts, matters, deeds and things as may be necessary, desirable or expedient to give effect to the above resolution and settle any question or difficulty in connection therewith and incidental thereto.”
By order of the Board For Jindal Stainless Limited
Sd/Registered Office: Navneet Raghuvanshi O.P. Jindal Marg Head-Legal, Company Secretary & Compliance Officer Hisar – 125005, Haryana. ICSI Membership No. A14657 November 28, 2025
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NOTES:
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The Explanatory Statement pursuant to Sections 102, 110 and other applicable provisions of the Companies Act, 2013 (“the Act”) and the Rules framed thereunder stating the material facts and reasons for the proposed resolution is annexed hereto for your consideration.
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Pursuant to the provisions of Sections 108, 110 and other applicable provisions, if any, of the Act read with Rule 20, 22 of the Companies (Management and Administration) Rules, 2014 as amended (‘Rules’), Regulation 44 of the Listing Regulations read with MCA Circulars and Section VI-C of the SEBI Master Circular bearing reference no. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, as amended, assent or dissent of the Members in respect of the resolution contained in the Notice dated November 28, 2025 is being taken through Postal Ballot by remote e-voting system. In compliance with MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those Members/ Beneficial owners whose e-mail addresses are registered with the Company/Depositories as at the close of the business hours on November 28, 2025 (i.e. cut-off date). Physical copy of the Notice along with Postal Ballot Form and pre-paid business reply envelope is not being sent to the Members for this Postal Ballot. However, in order to facilitate the participation of the Members in the Postal Ballot process, those Members who are unable to access / cast their votes through the remote e-voting facility provided by MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited) (“Registrar/LINK INTIME/ MUFG Intime”), may fill & sign the Postal Ballot Form appended to the Postal Ballot Notice and send the same to the Scrutinizer in the manner as mentioned in “ Instructions for submission of postal ballot form” section of this Postal Ballot Notice or alternatively they may send the scanned copy of the duly filled-in and signed Postal Ballot Form with assent (FOR) or dissent (AGAINST), from their registered e-mail addresses, to the Scrutinizer at E-mail ID: [email protected], on or before January 08, 2026 at 5.00 p.m. (IST).
Please note that Members can opt for only one mode for voting i.e. by sending the duly filled-in signed Postal Ballot Form / its scanned copy or through remote e-voting. In case Members cast their vote via both modes then voting done through remote e-voting mode shall prevail. The Scrutinizer’s decision on the validity of the votes cast shall be final.
Members who have not registered their e-mail addresses with the Company or with their respective Depository Participant(s) and who wish to receive this Postal Ballot Notice and all other communication(s) sent by the Company, from time to time, can now register for the same by submitting a duly signed request letter mentioning their folio number, complete address, e- mail address to be registered along with scanned self-attested copy of the PAN Card and any document (such as Driving License, Passport, Bank Statement, Aadhar Card) supporting the registered address of the Member, by e-mail to the Company / Registrar. Members holding shares in demat form are requested to register their e-mail addresses with their Depository Participant(s) only.
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The documents, if any, referred to in the accompanying notice and explanatory statement shall be open and accessible for inspection by the Members during working hours at the registered office of the Company on any working day except holidays, till January 08, 2026.
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The Company has appointed Mr. Sandeep Garg, Advocate, as Scrutinizer for conducting the postal ballot process in a fair and transparent manner.
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Notice is being sent to all Members/ Beneficiaries, whose names appear on the Register of Members/ Record of Depositories as on Friday, November 28, 2025, i.e. the cut-off date. Voting rights shall be reckoned on the shares registered in the name of Members as on that date. The voting rights of the Members shall be in proportion to their share of the paid-up equity share
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capital of the Company as on the cut-off date, i.e. November 28, 2025. Any Member who is not a member as on the cut-off date shall treat this Postal Ballot notice for information purpose only.
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The Scrutinizer will submit his report to the Chairman of the Company or a person authorized by him in writing, after completion of the scrutiny and the results of the e-voting by Postal Ballot will be announced on or before Saturday, January 10, 2026.
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The result of the Postal Ballot shall be declared by placing it, along with Scrutinizer’s report, on the website of the Company and of MUFG Intime and shall be communicated to the Stock Exchanges where the Company’s equity shares are listed. Simultaneously, the Chairman and in his absence any person authorised by the Chairman will announce the result of the Postal Ballot at the Registered office of the Company at O.P. Jindal Marg, Hisar – 125005 on or before January 10, 2026.
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The result of the postal ballot will be posted on the website of the Company at www.jindalstainless.com and same shall also be displayed at the Registered and Corporate Office of the Company.
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In terms of Clause 16.6.3 of Secretarial Standard- 2, the resolution shall be deemed to have been passed on the last date specified by the Company for remote e-voting/ receipt of Postal Ballot Form i.e. January 08, 2026, in the event resolution is assented to by the requisite majority of the Members of the Company.
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The assent or dissent received after the last date of remote e-voting/ receipt of Postal Ballot Form i.e. January 08, 2026, shall be treated as if reply from the Member has not been received.
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In terms of the MCA Circulars, this Postal Ballot Notice will be available on the website of the Company at www.jindalstainless.com, on the website of BSE Limited at www.bseindia.com and National Stock Exchange of India Limited at www.nseindia.com and also on the website of MUFG Intime, at https://instavote.linkintime.co.in/.
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In terms of the MCA Circulars, the Company has made necessary arrangements for members to register their e-mail addresses. Members who have not yet registered their email id are requested to register the same (i) with their depository in case the shares are held in electronic form and (ii) Members holding shares in physical form are requested to register their e-mail addresses by submitting Form ISR-1 (available on the website of the Company at www.jindalstainless.com) duly filled and signed along with requisite supporting documents to MUFG Intime at Noble Heights, 1st Floor, Plot No. NH 2, LSC, C-1 Block, Near Savitri Market, Janakpuri, New Delhi110058.
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The members may please note that in order to facilitate ease of investing for investors and to secure the rights of investors in the securities which were purchased by them, SEBI vide its circular dated July 02, 2025 has decided to open a special window only for re-lodgement of transfer deeds, which were lodged prior to the deadline of April 01, 2019 and rejected/returned/not attended to due to deficiency in the documents/process/or otherwise, for a period of six months from July 07, 2025 till January 06, 2026. The eligible shareholders may submit their transfer requests along with the requisite documents to MUFG Intime.
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After sending the notice of Postal Ballot, an advertisement shall be published in English language newspaper and Hindi language newspaper and same will also be available on the website of the Company at www.jindalstainless.com.
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EXPLANATORY STATEMENT
(Pursuant to Sections 102 and 110 of the Companies Act, 2013 read with the Rules framed thereunder)
Item No. 1
Dr. Rajeev Uberoi (DIN: 01731829) was appointed as a Non-Executive Independent Director of the Company with effect from 2[nd] November, 2022, for the first term of three consecutive years, as approved by the Members of the Company. Accordingly, the first term of Dr. Rajeev Uberoi as an Independent Director of the Company was upto 1[st] November, 2025.
The Nomination and Remuneration Committee, after reviewing the performance evaluation framework covering, inter alia, attendance and participation in meetings, contribution to strategy and risk oversight, professional conduct, independence, domain expertise and considering Dr. Uberoi’s skills, experience, knowledge, continued valuable contribution, and performance during his first term, has recommended his re-appointment as an Independent Director of the Company for a second term of three consecutive years. Based on this recommendation, the Board of Directors, through a resolution passed by circulation on October 28, 2025, approved the re-appointment of Dr. Rajeev Uberoi as a Non-Executive Independent Director for the second term of three consecutive years with effect from 2[nd] November, 2025, subject to Members’ approval by way of a Special Resolution. Dr. Uberoi shall not be liable to retire by rotation pursuant to Section 152(6) of the Companies Act, 2013.
The Company has received a declaration from Dr. Rajeev Uberoi confirming the criteria of independence as prescribed under Section 149(6) and 152(4) of the Act and under Regulation 16(1)(b) of the Listing Regulations. Dr. Rajeev Uberoi is not disqualified from being appointed as Director in terms of Section 164 of the Act, as amended from time to time. In the opinion of the Board, he fulfils the conditions specified under the Act & Listing Regulations and is independent of the management of the Company.
In terms of Section 160(1) of the Act, the Company has received a notice in writing from a member proposing his candidature for appointment as a Non-Executive Independent Director of the Company. A copy of the letter of appointment of Dr. Rajeev Uberoi setting out the terms and conditions of reappointment is available for inspection by the members at the Registered Office of the Company on all working days except holidays, till January 08, 2026. The same is also available on the website of the Company at: www.jindalstainless.com.
The details as required under Listing Regulations & Secretarial Standard – 2 issued by The Institute of Company Secretaries of India are mentioned under the head ‘Additional Information’. This Explanatory Statement may also be regarded as a relevant disclosure under the SEBI Regulations and other applicable laws.
In terms of provisions of Section 149(10) of the Act and SEBI Listing Regulations, an Independent Director shall be eligible for re-appointment for second term with the approval of Members by passing a Special Resolution. Your Directors therefore recommend passing of the resolution as set out at item no. 1 of this Notice as a Special Resolution for your approval.
Except Dr. Rajeev Uberoi, none of the other Directors, Key Managerial Personnel(s), and their relatives, are in any way, concerned or interested, financially or otherwise in the said resolution.
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ADDITIONAL INFORMATION
Information as required in terms of Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard - 2 issued by The Institute of Company Secretaries of India for Item No. 1:
| Institute of Company Secretaries of | India for Item No. 1: |
|---|---|
| Name of Director | Dr. Rajeev Uberoi |
| DIN | 01731829 |
| Brief Resume | Dr. Rajeev Uberoi is a career Banker with specialization in the area of Governance, Legal, Compliance and Control. He was CEO of IDFC Holding Finance Co. Ltd. and held senior responsibilities in various Banks as General Counsel, Group Head Audit (IDFC Bank Ltd.), Group Senior President, Governance and Control (Yes Bank). Earlier, he had worked with several domestic and multinational banks such as Standard Chartered Bank, Union Bank of India, State Bank of India, Reserve Bank of India as Asst. General Manager, Dept. of Banking Supervision, Citibank as Vice President & Regulatory Head; ANZ Grindlays Bank as Head- Risk Management & Compliance – India. Dr. Uberoi is also a profound writer and has a lot of publications to his credit. He is also a member of various Committees and has been active on the Speaker circuit. He is a recipient of many accolades and awards and his contribution to the legal fraternity has been recognized in the Industry. Dr. Uberoi is a lawyer and a Canadian Commonwealth Scholar with a Masters from McMaster University and a Ph.D. in Economics. He also possesses a Post Graduate Diploma in Business Administration from the Management Development Institute (MDI). He was also on the Board of MPCON Limited, IFCI Infrastructure Development Limited, Asian Hotels North and NICDC Haryana Global City Project Limited. He has been a senior advisor to Shardul Amarchand Mangaldas, Unity Small Finance Bank, Bridgewater Tech Ltd. UK, Faarm Global Venture Pte. Singapore etc. and on the Board of Aurionpro Payment Solutions Pvt. Ltd., IL&FS Mutual Fund (IDF), Exclusive Finance Ltd. etc. Dr. Uberoi has been mentoring many startups especially in the area of Digital Financing, Governance and Control. |
| Date of Birth (Age in years) |
30thJanuary, 1957 (68 years) |
| Qualification | A Lawyer and a Canadian Commonwealth Scholar with a Masters from McMaster University and a Ph.D. in Economics and a Post Graduate Diploma in Business Administration from the Management Development Institute (MDI). |
| Experience and expertise in specific functional area |
Compliance and Legal |
| Terms and conditions of appointment |
Please refer to the resolution and explanatory statement mentioned at Item no. 1 of this notice. |
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| Details of remuneration to be sought and remuneration last drawn |
Dr. Uberoi was paid remuneration by way of sitting fee for attending the meetings of the Board and Committees thereof and commission. He will continue to receive sitting fees during his second term and such commission as may be decided by the Board of Directors of the Company, in accordance with the Remuneration Policy of the Company. |
|---|---|
| Date on which first appointed on the Board |
02ndNovember, 2022 |
| Shareholding in the Company including Shareholding as a Beneficial Owner |
As on the date of this notice, Dr. Rajeev Uberoi does not hold any shares in the Company. |
| Relationship with other Directors / Key Managerial Personnel (“KMP”) (if any) |
Dr. Rajeev Uberoi is not related to any other Director / KMP of the Company. |
| Details of Directorships / Committee Chairmanship and Memberships (includes only Audit Committee and Stakeholders Relationship Committee) |
Dr. Rajeev Uberoi holds directorship in the below mentioned companies: • Jindal Stainless Limited • Centrum Capital Limited • The Investment Trust of India Limited • IL&FS Transportation Networks Limited • Aurionpro Solutions Limited • Shalimar Paints Limited • National Urban Co-operative Finance and Development Corporation Limited • Centrum Financial Services Limited • Roadstar Investment Managers Limited • Faarms Global Tech Venture Private Limited • Aurionpro Payment Solutions Private Limited The Committee composition of Dr. Uberoi in Listed Companies is mentioned below: - • Jindal Stainless Limited – Audit Committee (Member) • Shalimar Paints Limited – Audit Committee (Member) • Centrum Capital Limited – Audit Committee (Member) • The Investment Trust of India Limited – Audit Committee (Chairman) • IL&FS Transportation Networks Limited – Audit Committee (Member) • Aurionpro Solutions Limited – Audit Committee (Chairman) |
| Name of the listed entities from which the director has resigned during the past three years |
NIL |
| The skill and capabilities |
The Nomination and Remuneration Committee (“NRC”) of |
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| required for the role and the manner in which the proposed person meets such requirement |
the Board of Directors has identified amongst others, exposure to leadership role(s) in large corporates, expertise in governance, compliance, strategic & general management as the skills and capabilities for the role. Considering the educational background and leadership experience across various functions in global corporates, Dr. Uberoi meets the requirement as laid down by the NRC. |
|---|---|
| Performance evaluation report or summary thereof |
Please refer to the explanatory statement for Item no. 1 of this notice. |
| Number of Board Meetings attended during theyear |
4 (Four) Board Meetings attended during the year (as on the date of this notice). |
By order of the Board For Jindal Stainless Limited Sd/Registered Office: Navneet Raghuvanshi O.P. Jindal Marg Head-Legal, Company Secretary & Compliance Officer Hisar – 125005, Haryana. ICSI Membership No. A14657 November 28, 2025
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INSTRUCTIONS FOR E-VOTING:
Pursuant to Section 108 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014 and as amended, the Company is pleased to provide remote e-voting facility to enable the Members to cast their votes electronically on the resolution mentioned in the Postal Ballot Notice of the Company. The Company has appointed Mr. Sandeep Garg, Advocate, as the Scrutinizer for conducting the Postal Ballot process in a fair and transparent manner. The list of shareholders/ beneficial owners shall be reckoned on the equity shares as on Friday, November 28, 2025.
The Member(s) requiring any assistance with regard to use of technology for e-voting may contact Mr. Swapan Kumar Naskar, Associate Vice President & Head (North India) at the designated e-mail ID: [email protected] or contact at 011- 49411000. The remote e-voting period will commence on December 10, 2025 at 9:00 a.m. (IST) and ends on January 08, 2026 at 5:00 p.m. (IST). During this period, shareholders of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date i.e. November 28, 2025, may cast their vote electronically. The remote e-voting module shall be disabled by MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited) (“MUFG Intime/ LINKINTIME”) for voting thereafter. Once the vote on a resolution is cast by a Member, whether partially or otherwise, it shall not be allowed to change subsequently. In case you do not desire to cast your vote on any specific item, it will be treated as “ABSTAINED”.
Remote e-voting Instructions for shareholders:
In terms of SEBI circular no. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, 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 correctly in their demat accounts to access remote e-voting facility
Login method for Individual shareholders holding securities in demat mode:
Individual Shareholders holding securities in demat mode with NSDL
METHOD 1 - NSDL IDeAS facility
Shareholders registered for IDeAS facility:
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a) Visit URL: https://eservices.nsdl.com and click on “Beneficial Owner” icon under “IDeAS Login Section”.
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b) Enter User ID and Password. Click on Login.
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c) After successful authentication, you will be able to see e-Voting services under Value added services section. Click on “Access to e-Voting” under e-Voting services.
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d) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.
OR
Shareholders not registered for IDeAS facility:
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a) To register, visit URL: https://eservices.nsdl.com and select “Register Online for IDeAS Portal” or click on https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp “
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b) Enter 8-character DP ID, 8-digit Client ID, Mobile no, Verification code & click on “Submit”.
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c) Enter the last 4 digits of your bank account / generate ‘OTP’
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d) Post successful registration, user will be provided with Login ID and password. Follow steps given above in points (a-d).
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METHOD 2 – NSDL e-voting website:
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a) Visit URL: https://www.evoting.nsdl.com/
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b) Click on the “Login” tab available under ‘Shareholder/Member’ section.
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c) Enter User ID (i.e., your sixteen-digit demat account number held with NSDL), Password/OTP and a Verification Code as shown on the screen.
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d) Post successful authentication, you will be re-directed to NSDL depository website wherein you can see e-Voting services under Value added services. Click on “Access to e-Voting” under e- Voting services.
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e) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to Link Intime InstaVote website for casting the vote during the remote e-voting period.
METHOD 3– NSDL OTP based login:
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a) Visit URL: https://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp
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b) Enter your 8 - character DP ID, 8 - digit Client Id, PAN, Verification code and generate OTP.
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c) Enter the OTP received on your registered email ID/ mobile number and click on login.
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d) Post successful authentication, you will be re-directed to NSDL depository website wherein you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services.
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e) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.
Individual Shareholders with CDSL Easi/Easiest facility:
METHOD 1 – CDSL Easi/ Easiest facility
Shareholders registered for CDSL Easi/Easiest facility.
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a) Visit URL: https://web.cdslindia.com/myeasitoken/home/login or www.cdslindia.com & Click on New System Myeasi
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b) Enter existing username, Password & click on “Login”.
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c) Post successful authentication, user will be able to see e-voting option. The evoting option will have links of e-voting service providers i.e., MUFG InTime. Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.
Shareholders not registered for CDSL Easi/Easiest facility.
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a) To register, visit URL: https://web.cdslindia.com/myeasitoken/Registration/EasiRegistration/ https://web.cdslindia.com/myeasitoken/Registration/EasiestRegistration
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b) Proceed with updating the required fields for registration.
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c) Post successful registration, user will be provided username and password. Follow steps given above in points (a-c).
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METHOD 2 - CDSL e-voting.
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a) Visit URL: https://www.cdslindia.com/
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b) Go to e-voting tab.
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c) Enter 16-digit Demat Account Number (BO ID) and PAN No. and click on “Submit”.
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d) System will authenticate the user by sending OTP on registered Mobile and Email as recorded in Demat Account.
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e) Post successful authentication, user will be able to see e-voting option. The evoting option will have links of e-voting service providers i.e., MUFG InTime. Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.
Individual Shareholders holding securities in demat mode with Depository Participant:
Individual shareholders can also login using the login credentials of your demat account through your depository participant registered with NSDL/CDSL for e-voting facility.
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a) Login to DP website
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b) After Successful login, user shall navigate through “e-voting” option.
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c) Click on e-voting option, user will be redirected to NSDL/CDSL Depository website after successful authentication, wherein you can see e-voting menu.
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d) After successful authentication, click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.
Login method for Shareholders holding securities in physical mode/ Non-Individual Shareholders holding securities in demat mode
Shareholders holding shares in physical moder / Non-Individual Shareholders holding securities in demat mode as on the cut-off date for e-voting may register and vote on InstaVote as under:
STEP 1: LOGIN/SIGNUP to InstaVote
Shareholders registered for INSTAVOTE facility:
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a) Visit URL: https://instavote.linkintime.co.in & click on ‘Login’ under ‘SHARE HOLDER’ tab.
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b) Enter details as under
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User ID: Enter your User ID
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Password: Enter existing Password
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Enter Image Verification (CAPTCHA) Code
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Click “Submit”
(Home page of e-voting will open. Follow the
process given under "Steps to cast vote for Resolutions”)
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Shareholders who have not registered for INSTAVOTE facility:
- a) Visit URL: https://instavote.linkintime.co.in & c lick on “Sign Up” under ‘SHARE HOLDER’ tab and register with your following details: -
1. User ID: Enter USER ID
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2. PAN: Enter your 10-digit Permanent Account Number (PAN)
(Shareholders who have not updated their PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you, if applicable.
3. DOB/DOI: Enter the Date of Birth (DOB) / Date of Incorporation (DOI) (As recorded with your DP / Company - in DD/MM/YYYY format).
4. Bank Account Number: Enter your Bank Account Number (last four digits), as recorded with your DP/Company.
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Shareholders holding shares in NSDL form , shall provide ‘4’ above
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Shareholders holding shares in physical form but have not recorded ‘C’ and ‘D’, shall provide their Folio number in ‘4’ above
5. Set the password of your choice (The password should contain minimum 8 characters, at least one special Character (@!#$&*), at least one numeral, at least one alphabet and at least one capital letter).
6. Enter Image Verification (CAPTCHA) Code
7. Click “Submit” (You have now registered on InstaVote).
- Post successful registration, click on “Login” under ‘SHARE HOLDER’ tab & follow steps given above in points (a-b).
STEP 2: Steps to cast vote for Resolutions through InstaVote
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A. Post successful authentication, and redirection to InstaVote inbox page, you will be able to see the “Notification for e-voting”.”.
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B. Select ‘View’ icon . E-voting page will appear.
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C. Refer the Resolution description and cast your vote by selecting your desired option ‘Favour / Against’ (If you wish to view the entire Resolution details, click on the ‘View Resolution’ file link).
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D. After selecting the desired option i.e. Favour / Against, click on ‘Submit’.
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E. A confirmation box will be displayed. If you wish to confirm your vote, click on ‘Yes’, else to change your vote, click on ‘No’ and accordingly modify your vote.
NOTE: Shareholders may click on “Vote as per Proxy Advisor’s Recommendation” option and view proxy advisor recommendations for each resolution before casting vote. “Vote as per Proxy Advisor’s Recommendation” option provides access to expert insights during the e-Voting process. Shareholders may modify their vote before final submission.
Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently.
Guidelines for Institutional shareholders (“Custodian/Corporate Body/Mutual Fund”):
STEP 1 – Custodian/Corporate Body/Mutual Fund Registration
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A. Visit URL: https://instavote.linkintime.co.in
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B. Click on “Sign up” under “Custodian/Corporate Body/Mutual Fund”
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C. Fill up your entity details and submit the form.
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D. A declaration form and organization ID is generated and sent to the Primary contact person email ID (which is filled at the time of sign up). The said form is to be signed by the Authorised Signatory, Director, Company Secretary of the entity & stamped and sent to https://instavote.linkintime.co.in
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E. Thereafter, Login credentials (User ID; Organisation ID; Password) will be sent to Primary contact person’s email ID.(You have now registered on InstaVote)
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STEP 2 –Investor Mapping
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A. Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials
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B. Click on “Investor Mapping” tab under the Menu Section
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C. Map the Investor with the following details:
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‘Investor ID’ -
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i. NSDL demat account – User ID is 8 Character DP ID followed by 8 Digit Client ID i.e., IN00000012345678
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ii. CDSL demat account – User ID is 16 Digit Beneficiary ID.
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‘Investor’s Name - Enter Investor’s Name as updated with DP.
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‘Investor PAN’ - Enter your 10-digit PAN.
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‘Power of Attorney’ - Attach Board resolution or Power of Attorney.
*Note: File Name for the Board resolution/ Power of Attorney shall be – DP ID and Client ID or 16 Digit Beneficiary ID. Further, Custodians and Mutual Funds shall also upload specimen signatures.
- D. Click on Submit button. (The investor is now mapped with the Custodian / Corporate Body/ Mutual Fund Entity). The same can be viewed under the “Report Section”.
STEP 3 – Steps to cast vote for Resolutions through InstaVote.
The corporate shareholder can vote by two methods, once remote e-voting is activated:
METHOD 1 - VOTES ENTRY
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a) Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.
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b) Click on ‘Votes Entry’ tab under the Menu section.
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c) Enter Event No. for which you want to cast vote.
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Event No. can be viewed on the home page of InstaVote under “On-going Events”
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d) Enter ‘16-digit Demat Account No.’
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e) Refer the Resolution description and cast your vote by selecting your desired option 'Favour / Against' (If you wish to view the entire Resolution details, click on the ' View Resolution ' file link). After selecting the desired option i.e., Favour / Against, click on 'Submit'.
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f) A confirmation box will be displayed. If you wish to confirm your vote, click on 'Yes', else to change your vote, click on 'No' and accordingly modify your vote. (Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently).
METHOD 2 - VOTES UPLOAD:
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a) Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.
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b) After successful login, you will be able to see the “Notification for e-voting”.
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c) Select 'View' icon for ' Company’s Name / Event number '.
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d) E-voting page will appear.
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e) Download sample vote file from ‘Download Sample Vote File’ option.
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f) Cast your vote by selecting your desired option 'Favour / Against' in the sample vote file and upload the same under “Upload Vote File” option.
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g) Click on ‘Submit’. ‘Data uploaded successfully’ message will be displayed.
(Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently).
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Helpdesk:
Shareholders holding securities in physical form/ Non-Individual Shareholders holding securities in demat mode:
Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode facing any technical issue in login may contact INSTAVOTE helpdesk by sending a request at [email protected] or contact on: - Tel: 022 – 4918 6000.
Individual Shareholders holding securities in demat mode:
Individual Shareholders holding securities in demat mode may contact the respective helpdesk 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 [email protected] call at : 022-4886 7000. |
| Individual Shareholders holding securities in demat mode wi th 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 22 55 33 |
Forgot Password:
Shareholders holding securities in physical mode / Non-Individual Shareholders holding securities in demat mode:
Shareholder holding securities in physical mode /Non-Individual Shareholders holding securities in demat mode have forgotten the USER ID [Login ID] or Password or both then the shareholder can use the “Forgot Password” option available on the e-Voting website of Link Intime: https://instavote.linkintime.co.in
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Click on ‘Login’ under ‘SHARE HOLDER’ tab.
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Click ‘forgot password?’
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Enter User ID, select Mode and Enter Image Verification code (CAPTCHA).
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Click on “SUBMIT”.
In case Custodian / Corporate Body/ Mutual Fund has forgotten the USER ID [Login ID] or Password or both then the shareholder can use the “Forgot Password” option available on: https://instavote.linkintime.co.in
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Click on ‘Login’ under ‘Custodian/Corporate Body/Mutual Fund’ tab.
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Click ‘forgot password?’
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Enter User ID, Organization ID and Enter Image Verification code (CAPTCHA).
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Click on “SUBMIT”.
In case shareholders is having valid email address, Password will be sent to his / her registered e- mail address. Shareholders can set the password of his/her choice by providing the information about the particulars of the Security Question and Answer, PAN, DOB/DOI, Bank Account Number (last four digits) etc. as mentioned above. The password should contain a minimum of 8 characters, at least one special character (@!#$&*), at least one numeral, at least one alphabet and at least one capital letter.
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Individual Shareholders holding securities in demat mode with NSDL/ CDSL has forgotten the password:
Individual Shareholders holding securities in demat mode have forgotten the USER ID [Login ID] or Password or both, then the Shareholders are advised to use Forget User ID and Forget Password option available at above mentioned depository/ depository participants website.
General Instructions - Shareholders
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➢ It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.
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➢ For shareholders/ members holding shares in physical form, the details can be used only for voting on the resolution contained in this Notice.
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➢ During the voting period, shareholders/ members can login any number of time till they have voted on the resolution for a particular “Event”.
InstaVote Support Desk
MUFG Intime India Private Limited (formerly Link Intime India Private Limited)
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==> picture [170 x 36] intentionally omitted <==
Jindal Stainless Limited
(CIN: L26922HR1980PLC010901) Regd. Office: O.P. Jindal Marg, Hisar – 125 005 (Haryana), India Phone No. (01662) 222471-83
Corporate Office: Jindal Centre, 12, Bhikaiji Cama Place, New Delhi– 110066 Phone No. (011) 26188345-60, 41462000 Email: [email protected]; Website: www.jindalstainless.com
POSTAL BALLOT FORM
Sr. No. _
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Name and address of the Sole /First named Member as registered with the Company
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Name(s) of the joint Members, if any, registered with the Company
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Registered Folio No / DP ID & Client ID No. (*Applicable to Member(s) holding shares in electronic form)
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b) No. of Shares held
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c) I/We hereby exercise my/our vote in respect of the resolution to be passed through postal ballot for the business stated in the Notice dated November 28, 2025, of Jindal Stainless Limited (“the Company”) by sending my/our assent or dissent to the said resolution by placing a tick (√) mark in the appropriate column below:
| Ite m No. |
Description | No. of Equity shares held |
I /we assent to the Resolution (FOR) |
I /we dissent to the Resolution (AGAINST) |
|---|---|---|---|---|
| 1. | To consider and approve re-appointment of Dr. Rajeev Uberoi (DIN: 01731829) as an Independent Director of the Company for the second termofthree consecutive years. |
Place: Date: ________
Signature of the Member
Last Date for Receipt of Postal Ballot Form by Scrutinizer: on or before January 8, 2026, at 5:00 p.m. (IST)
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INSTRUCTIONS FOR SUBMISSION OF POSTAL BALLOT FORM
- Pursuant to provisions of Section 110 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, assent or dissent of the Members in respect of the resolution contained in the Postal Ballot Notice is being sought by means of voting through postal ballot by electronic means (“remote e-voting”).
However, in order to facilitate the participation of the Members in the postal ballot process, those Members who are unable to access / cast their votes through the remote e-voting facility provided by MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited), may fill & sign the Postal Ballot Form and send it to the Scrutinizer appointed by the Company, at the below address on their own expense through post or courier:
Mr. Sandeep Garg, Advocate, Scrutinizer for Postal Ballot,
C/o Jindal Stainless Limited, O.P. Jindal Marg, Hisar – 125005 (Haryana)
Envelope containing the Postal Ballot Form, if deposited in person at the aforesaid address will also be accepted. Alternatively, the Members can send the scan copy of duly filled-in and signed postal ballot Form through registered e-mail addresses, to the Scrutinizer at E-mail ID: [email protected] on or before January 8, 2026 at 5.00 p.m. (IST). Please note that Members can opt for only one mode for voting i.e. by sending the duly filled-in signed Postal Ballot Form / its scanned copy or through remote e-voting. In case Members cast their vote via both modes then voting done through remote e-voting mode shall prevail. The Scrutinizer’s decision on the validity of the votes cast shall be final.
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This Postal Ballot Form should be completed and signed by the Member, as per the specimen signature registered with the Company or the Depository Participant, as the case may be. In case of joint holding, this form should be completed and signed (as per the specimen signature registered with the Company or the Depository Participant) by the first named Member and in his/her absence, by the next named Member. In case Postal Ballot Form is signed through an attorney, a copy of the Power of Attorney attested by the Member shall be annexed to the Postal Ballot Form. There will only be one Postal Ballot Form for every Folio/Client ID irrespective of the number of joint holders.
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In the case of shares held by companies, trusts, societies etc., the duly completed Postal Ballot Form should be accompanied by a certified true copy of Board Resolution/Authority together with the specimen signatures of the duly authorized signatory(ies).
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The consent must be accorded by recording the assent in the column ‘FOR’ and dissent in the column ‘AGAINST’ by placing a tick mark (√) in the appropriate column in the Postal Ballot Form. The assent or dissent received in any other form shall not be considered valid. Postal Ballot Form bearing (√) mark in both the columns will render the form invalid.
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Incomplete, unsigned, incorrect, defaced, torn, mutilated, overwritten Postal Ballot Form will be rejected. The Scrutinizer’s decision on the validity of the Postal Ballot Form shall be final and binding.
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Duly completed Postal Ballot Form should reach the Scrutinizer not later than 5:00 p.m. on or before January 8, 2026. Postal Ballot Form received after this date and time will be strictly treated as if the reply from such Member(s) has not been received.
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Members are requested to complete the Postal Ballot Form in indelible ink (avoid completing it by using erasable writing medium/s like pencil).
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Voting rights shall be calculated based upon the paid-up value of the shares registered in the name(s) of the Member(s) on cut-off date i.e., November 28, 2025.
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The Postal Ballot shall not be exercised by a Proxy. In case a Member has voted through remote E-Voting facility, he does not need to send the physical Postal Ballot Form.
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In case a Member votes through remote E-voting facility as well as sends physical Postal Ballot Form, the vote cast through E-voting shall only be considered and the voting through physical postal ballot shall not be considered by the Scrutinizer. Members are requested to refer to the Postal Ballot Notice and Notes thereto, for detailed instructions with respect to remote E-Voting.
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