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Shivalik Bimetal Controls Ltd. — Proxy Solicitation & Information Statement 2025
Oct 15, 2025
61202_rns_2025-10-15_832b9894-db60-4164-be72-dfcc4e0cd9d4.pdf
Proxy Solicitation & Information Statement
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SBCL/BSE&NSE/2025-26/47
15th October 2025
To, To, BSE Limited National Stock Exchange of India Ltd. Corporate Relationship Deptt. Exchange Plaza, Plot No. C/1, G-Block Bandra Kurla PJ Towers, 25th Floor, Dalal Street, Complex, Bandra (East), Mumbai – 400 051 Mumbai – 400 001 Code No. SBCL Code No. 513097
Sub: Submission of Notice of the 01/2025-26 Extra Ordinary General Meeting scheduled to be held on Tuesday, November 18, 2025, at 11:00 a.m. (IST) through Video Conferencing (”VC”) / Other AudioVisual means (“OAVM”).
Dear Sir/Madam,
In terms of regulation 29, 30 and 36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations, 2015) and in continuation to our intimation dated October 10, 2025 wherein it was informed that the Board of Directors of the Company have approved convening of the Extra-Ordinary General Meeting (‘EGM’) of the Equity Shareholders of the Company on Tuesday, November 18, 2025 through Video Conferencing (‘VC’)/Other Audio Visual Means (‘OAVM’).
With regard to the above, please find enclosed herewith the Notice calling the EGM, to be held on Tuesday, November 18, 2025, at 11:00 A.M. (IST) through Video Conferencing (VC’)/Other Audio Visual Means (OAVM’). The aforesaid Notice calling the EGM of the Company has been duly sent / dispatched today i.e. October 15, 2025, electronically to those Members whose email IDs are registered with the MAS Services Limited (“Registrar and Transfer Agents” of the Company) or the Depositories.
The Company shall be providing facility to its shareholders to exercise their right to vote on all business proposed at the EGM by electronic means, by using remote e-voting facility and e-voting facility at EGM. The said facility is being provided by National Securities Depositories Ltd (NSDL). The remote e-voting period shall commence from Saturday, November 15, 2025, at 9.00 A.M. (IST) and will end on Monday, November 17, 2025, at 5.00 P.M. (IST) , and the shareholders of the Company holding shares as at the cutoff date i.e. Tuesday, November 11, 2025 shall be eligible to vote using the remote e-voting facility and e-voting facility at EGM.
The Notice is also available on the Company’s website at www.shivalikbimetals.com
This is for the information of the exchange(s) and the members.
Thanking You,
For Shivalik Bimetal Controls Limited
Digitally signed by Aarti Sahni Aarti Sahni Date: 2025.10.15 13:30:13 +05'30' Aarti Sahni Company Secretary & Compliance Officer M. No: A25690
Encl: As above
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SHIVALIK BIMETAL CONTROLS LIMITED
CIN: L27101HP1984PLC005862 Regd. Office: 16 18, New Electronics Complex, Chambaghat, Distt. Solan, Himachal Pradesh-173213 Corporate. Office: 4th Floor, Space No 408, Eros Corporate Tower, Nehru Place, New Delhi -110019 Ph. No.:1792-230578, 011-43071031 E-mail: [email protected] Website: www.shivalikbimetals.com
NOTICE TO SHAREHOLDERS
NOTICE is hereby given that the 01/2025-26 Extra Ordinary General Meeting (“EGM”) of the Members of Shivalik Bimetal Controls Limited (“The Company”) will be held on Tuesday, the 18[th] day of November 2025 at 11.00 AM (IST) through Video Conferencing (“VC”)/ Other Audio Visual Means (“OAVM”) to transact the business mentioned below:
SPECIAL BUSINESS:
ITEM NO:1
Reclassification of the Status of Promoter & Promoter Group Category to Public Category.
To consider and if thought fit, to pass with or without modifications, the following resolution as an Ordinary Resolution:
“RESOLVED THAT in accordance with Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 {‘SEBI (LODR) Regulations, 2015’} (including any statutory modification(s) or re-enactment thereof, for the time being in force) and in accordance with the No Objection received from National Stock Exchange of India Limited and BSE Limited vide letter No. NSE/LIST/COMP/SBCL/510/2025-26 and LIST/COMP/HG/477/2025-26 dated September 29, 2025, and subject to necessary approvals from such statutory authorities as may be necessary, the consent of the members of the Company be and is hereby accorded to reclassify the following persons from “Promoter & Promoter Group” category to “Public” category and/or remove their names from “Promoter & Promoter Group Category” of the Company (hereinafter individually and jointly referred to as the “Applicants”):
| Sr. No | Name of the Promoter(s) & Promoter(s) Group |
No. of Equity shares held |
% of shareholding |
|---|---|---|---|
| 1 | Satinder Jeet Singh Sandhu | 0 | - |
| 2 | Sarita Sandhu | 0 | - |
| 3 | Angad Sandhu | 0 | - |
| 4 | Devinder Jeet Singh Sandhu | 0 | - |
| 5 | Manjit Kaur | 0 | - |
| 6 | Gurbir Sandhu | 0 | - |
| 7 | Amar Engineering Company Pvt. Ltd. | 0 | - |
| 8 | Angad Estates Pvt. Ltd. | 0 | - |
| 9 | TSL Holdings Pvt. Ltd. | 0 | - |
| 10 | Ultra Portfolio Management Pvt. Ltd. | 0 | - |
| 11 | BS Sandhu andAssociatesPvt.Ltd. | 0 | - |
RESOLVED FURTHER THAT the above applicants confirmed that all the conditions specified in subclause (i) to (vii) of clause (b) of sub-regulation (3) of Regulation 31A of the SEBI (LODR) Regulations, 2015 have been complied with and also confirmed that post re-classification from “Promoter & Promoter Group” category to “Public” category, shall continue to comply with conditions mentioned Regulation 31A of the SEBI (LODR) Regulations, 2015;
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RESOLVED FURTHER THAT the Board of Directors and Company Secretary of the Company be and are hereby severally authorized to take such steps as may be necessary for obtaining approvals, statutory or otherwise, in relation to the above and to settle all matters arising out of and incidental thereto and to sign and execute all applications, documents, writings and filling of requisites forms that may be required on behalf of the Company, and generally to do all acts, deeds and things that may be necessary, proper, expedient or incidental for the purpose of giving effect this resolution.”
For Shivalik Bimetal Controls Limited
Sd/Aarti Sahni Company Secretary M. No A25690
Date: 10.10.2025 Place: New Delhi
Registered Office : 16-18, New Electronics Complex, Chambaghat, Distt. Solan, Himachal Pradesh - 173213 CIN: L27101HP1984PLC005862 E-mail: [email protected]
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NOTES:
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The Ministry of Corporate Affairs (‘MCA’) has, vide its circular dated April 8, 2020, April 13, 2020, May 5, 2020, December 8, 2021, May 5, 2022, December 28, 2022, September 25, 2023, September 19, 2024 and September 22, 2025 (collectively referred to as ‘MCA Circulars’), permitted convening the Extra Ordinary General Meeting (‘EGM’) through Video Conferencing (‘VC’) or Other Audio Visual Means (‘OAVM’), without physical presence of the Members at a common venue. In accordance with the MCA Circulars, provisions of the Companies Act, 2013 (‘the Act’) and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), this EGM is being held through VC/OAVM, which does not require physical presence of members at a common venue.
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An explanatory Statement, pursuant to Section 102(2) of the Companies Act, 2013 (“The Act”), setting out material facts concerning the special business of the Notice is annexed hereto.
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Since this EGM is being held through VC/OAVM, pursuant to MCA Circulars, physical attendance of the Members has been dispensed with. Hence, Members shall attend and participate in the ensuing EGM through VC/OAVM. Accordingly, the facility for the appointment of proxies by the Members will not be available for the EGM. Hence the Proxy Form, Attendance Slip and Route Map are not annexed to this Notice. However, the Body Corporates are entitled to appoint authorised representatives to attend the EGM through VC/OAVM and participate there at and cast their votes through e-voting.
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Members attending the EGM through VC/OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.
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Pursuant to Section 113 of the Act, Institutional / Corporate Shareholders (i.e. other than individuals / HUF, NRI, etc.) are required to send a scanned certified copy (PDF/JPG Format) of their Board or governing Body’s Resolution/Authorization, authorizing their representative to attend the meeting through VC/OAVM on their behalf and to vote through e-voting to the Scrutinizer through e-mail at [email protected] with a copy marked to NSDL at [email protected].
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Green Initiative: Members who have not registered their e-mail address are requested to register their e-mail address to receive all communication from the Company electronically.
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All the relevant documents, if any, referred to in this Notice and other statutory register shall be open for inspection by the Members online during the EGM through VC/OAVM.
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The Board vide its resolution passed on 10.10.2025 has appointed M/s. Amit Saxena & Associates., Practicing Company Secretary, as the scrutinizer to scrutinize both the remote e-voting as well as voting during the EGM in a fair and transparent manner.
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In compliance with the aforesaid MCA Circulars and SEBI Circulars, Notice of the EGM is being sent only through electronic mode to those members whose email addresses are registered with the Company/Depositories. Members may note that the Notice will also be available on the Company’s website www.shivalikbimetals.com, the website of BSE Limited at www.bseindia.com and National Stock Exchange of India Limited at www.nseindia.com and National Securities Depository Limited (“NSDL”) www.evotingindia.com.
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Members who have not registered their e-mail address are requested to register the same in respect of shares held in electronic form with the Depository through their Depository Participant(s) and in respect of shares held in physical form by writing to the Company’s Registrar and Share Transfer Agent, MAS Services Limited, at [email protected].
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Members are requested to notify immediately about any change in their postal address/E-mail address/dividend mandate/ bank details to their Depository Participant (DP) in respect of their shareholding in DEMAT mode and in respect of their physical shareholding to the Company’s Registrar and Share Transfer Agent(‘RTA’), viz. MAS Services Limited having its office at T-34, IInd Floor, Okhla Industrial Area Phase-II, New Delhi-110020 E-Mail – [email protected].
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The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit their PAN to their Depository Participants with whom they are maintaining their Demat Accounts. Members holding shares in physical form can submit their PAN to the RTA.
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In case of joint holders, the Member whose name appears as the first holder in order of names as per the Register of Members of the Company will be entitled to vote.
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To prevent fraudulent transactions, Members are advised to exercise due diligence and notify the Company of any change in address or demise of any Member as soon as possible. Members are also advised to not leave their demat account(s) dormant for long. Periodic statement of holdings should be obtained from the concerned DP and holdings should be verified from time to time.
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As per Regulation 40 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, Securities of Listed Companies can be transferred only in dematerialized form with effect from April 01, 2019, except in case of request received for transmission or transposition of securities. In view of this and to eliminate all risks associated with physical shares, members holding shares in physical form are requested to converting their holdings to dematerialized form. Members can contact the Company or Company’s Registrar and Share Transfer Agents, MAS Services Limited for assistance in this regard.
In accordance with SEBI (Listing Obligations and Disclosure Requirements) (4th amendment) Regulations, 2018 notified on June 07, 2018 and further notification dated November 30, 2018 request for physical transfer of shares was discontinued w.e.f. April 01, 2019.
However, in accordance with SEBI Circular No. SEBI/HO/MIRSD/MIRSD-PoD/P/CIR/2025/97 dated July 2, 2025, shareholders are hereby notified that a special window has been opened for the relodgement of transfer deeds. This facility is applicable exclusively to those transfer deeds originally lodged prior to April 1, 2019, which were subsequently rejected, returned, or left unprocessed due to deficiencies in documentation, procedural issues, or other reasons. This special window will remain available for a period of six months from July 7, 2025, to January 6, 2026.
Further, in compliance with SEBI vide its circular SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 dated January 25, 2022, the following requests received by the Company in physical form will be processed and the shares will be issued in dematerialization form only:
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i. Issue of duplicate share certificate
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ii. Claim from unclaimed suspense account
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iii. Renewal/Exchange of securities certificate
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iv. Endorsement
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v. Sub-division / splitting of securities certificate
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vi. Consolidation of securities certificates/folios
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vii. Transmission
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viii. Transposition
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For this purpose, the securities holder/claimant shall submit a duly filled up Form ISR-4 which is hosted on the website of the company and RTA (MAS Services Limited), Registrar and Share Transfer Agent (RTA). The aforementioned form shall be furnished in hard copy. Members holding shares in physical form are requested to dematerialize their holdings at the earliest.
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Members holding shares in physical form who have not yet registered their nomination are requested to register the same by submitting Form No. SH-13. If a member desires to opt out or cancel the earlier nomination and record a fresh nomination, he/she may submit the same in Form ISR-3 or SH14 as the case may be. Members may download the said forms from the Company’s website under the weblink at https://www.shivalikbimetals.com/about-us.php?pageId=39. Members holding shares in demat mode should file their nomination with their respective Depository Participant(s).
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In all correspondence with the Company/the RTA, Members are requested to quote their Folio Number and in case their shares are held in the dematerialised form, must quote their DP ID and Client ID numbers.
General instructions for accessing and participating in the EGM through VC/OAVM Facility and Voting through electronic means including remote e-Voting
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In terms of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014, and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Master Circular dated July 11, 2023 in relation to e-voting facility provided by listed entities, the Resolution for consideration at this EGM will be transacted through remote e-voting (i.e. facility to cast vote prior to the EGM and during the EGM), for which purpose the Board of Directors of the Company (‘the Board’) have engaged the services of National Securities Depository Limited (‘NSDL’).
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The Members can join the EGM through VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the EGM through VC/OAVM will be made available to atleast 1000 members on a first-come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairperson of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship & Share Transfer Committee, Auditors etc. who are allowed to attend the EGM without restriction on account of first come first served basis.
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Pursuant to MCA Circular No. 14/2020 dated April 8, 2020, the facility to appoint a proxy to attend and cast vote for the Members is not available for this EGM. However, in pursuance of Section 112 and Section 113 of the Companies Act, 2013, representatives of the Members such as the President of India or the Governor of a State or body corporate can attend the EGM through VC/OAVM and cast their votes through e-voting.
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The remote e-Voting period for all items of businesses contained in this notice of EGM shall commence from Saturday, November 15, 2025, at 9.00 A.M. (IST) and will end on Monday, November 17, 2025, at 5.00 P.M. (IST). The e-Voting module shall be disabled by NSDL for voting thereafter. Once the vote on a resolution is cast by any Member, he/she shall not be allowed to change it subsequently.
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The cut-off date for determining the eligibility of shareholders to exercise remote e-Voting rights and attendance at EGM is Tuesday, November 11, 2025. A person, whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the Depositories as on the above-mentioned cut-off date, shall be entitled to avail the facility of remote e-Voting or voting at the meeting through electronic mode. The voting rights of shareholders shall be in proportion to their shares of the paid-up equity share capital of the Company as on the cut-off date. A person who is not a member as on the cut-off date should treat this Notice for information purpose only.
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Those Members, who will be present in the EGM through VC/OAVM facility and have not cast their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system during the EGM.
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The Members who have cast their vote by remote e-Voting prior to the EGM may also attend/ participate in the EGM through VC/OAVM but shall not be entitled to cast their vote again. Members are requested to carefully read the instructions for e-Voting before casting their vote.
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The results declared along with the Scrutinizer’s report shall be placed on the website of the Company and shall also be communicated to the Stock Exchanges. The Resolutions, if approved, shall be deemed to be passed, on the date of EGM.
Instructions for remote e-voting
How do I vote electronically using NSDL e-Voting system?
The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:
Step 1: Access to the NSDL e-voting system Step 2: Cast your vote electronically on NSDL e-voting system.
Step 1: Access to NSDL e-Voting system
A) Login method for e-Voting for Individual shareholders holding securities in demat mode
In terms of SEBI circular SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting facility provided by Listed Companies and as part of increasing the efficiency of the voting process, the e- voting process has been enabled to all Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants.
Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.
Login method for Individual shareholders holding securities in demat mode is given below:
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| Type of shareholders | Login Method |
| Individual Shareholders holding securities in demat mode with NSDL. |
1. Existing IDeAS user can visit the e-Services website of NSDL viz.https://eservices.nsdl.comeither on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section, this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-voting services under Value added services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. 2. If you are not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com.Select “Register Online for IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectRe g.jsp 3. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/either on a Personal Computer or on a mobile. Once the home page of e- Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digits demat account number held with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e- Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. 4. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience. |
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Individual Shareholders holding securities 1. Users who have opted for CDSL Easi / Easiest in demat mode with CDSL facility, can login through their existing user id and password. Option will be made available to reach e- Voting page without any further authentication. The users to login Easi /Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then use your existing my easi username & password.
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After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the e-voting is in progress as per the information provided by company. On clicking the e-voting option, the user will be able to see e- Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly.
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If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.
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Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN from e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile No. & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the e-voting is in progress and also able to directly access the system of all e-Voting Service Providers.
Individual Shareholders (holding You can also login using the login credentials of your securities in demat mode) login through demat account through your Depository Participant their depository participants registered with NSDL/CDSL for e- Voting facility. Upon logging in, you will be able to see e-voting option. Click on e-voting option, you will be redirected to NSDL/CDSL Depository website after successful authentication, wherein you can see e- voting feature. Click on company name or e-voting service provider i.e. NSDL and you will be redirected to e-Voting website for casting your vote during the remote e- Voting period or joining virtual meeting & voting during the meeting.
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Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.
Login type Helpdesk details Individual Shareholders holding securities in demat Members facing any technical issue in login can mode with NSDL contact NSDL helpdesk by sending a request at [email protected] or call 1800 1020 990 and 02248867000
Individual Shareholders holding securities in demat Members facing any technical issue in login can mode with CDSL contact CDSL helpdesk by sending a request at helpdesk. [email protected] or contact at toll free no. 1800 210 9911
B) Login Method for e-Voting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.
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i. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
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ii. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
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iii. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.
Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.
iv. Your User ID details are given below:
Manner of holding shares i.e. Demat (NSDL Your User ID is: or CDSL) or Physical
For Members who hold shares in demat 8 Character DP ID followed by 8 Digit Client ID account with NSDL (For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**). For Members who hold shares in demat 16 Digit Beneficiary ID (For example if your account with CDSL Beneficiary ID is 12** then your user ID is 12**).
For Members holding shares in Physical EVEN Number followed by Folio Number Form registered with the Company (For example if folio number is 001 and EVEN is 137445 then user ID is 137445001).
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v. Password details for shareholders other than Individual shareholders are given below:
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a) If you are already registered for e-Voting, then you can use your existing password to login and cast your vote.
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b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.
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c) How to retrieve your ‘initial password’?
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If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digits’ client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.
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If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.
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vi. If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:
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Click on “Forgot User Details/ Password?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
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Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
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If you are still unable to get the password by aforesaid two options, you can send a request at [email protected]. mentioning your demat account number/ folio number, your PAN, your name and your registered address etc.
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Members can also use the OTP (One Time Password) based login for casting the votes on the e- Voting system of NSDL.
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vii. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
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viii. Now, you will have to click on “Login” button.
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ix. After you click on the “Login” button, Home page of e-Voting will open.
Step 2: Cast your vote electronically on NSDL e-Voting system.
How to cast your vote electronically on NSDL e-Voting system?
- After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle and General Meeting is in active status.
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Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on “VC/OAVM” link placed under “Join Meeting”.
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Now you are ready for e-Voting as the Voting page opens.
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Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
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Upon confirmation, the message “Vote cast successfully” will be displayed.
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You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
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Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
THE INSTRUCTIONS FOR MEMBERS FOR E-VOTING ON THE DAY OF THE EGM ARE AS UNDER: -
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The procedure for e-Voting on the day of the EGM is same as the instructions mentioned above for remote Evoting.
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Only those Members/ shareholders, who will be present in the EGM through VC/OAVM facility and have not cast their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system in the EGM.
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Members who have voted through Remote e-Voting will be eligible to attend the EGM. However, they will not be eligible to vote at the EGM
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The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the EGM shall be the same person mentioned for Remote e-Voting.
INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE EGM THROUGH VC/OAVM ARE AS UNDER:
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Member will be provided with a facility to attend the EGM through VC/OAVM through the NSDL e-Voting system. Members may access by following the steps mentioned above for Access to NSDL e-Voting system. After successful login, you can see link of “VC/OAVM link” placed under “Join meeting” menu against company name. You are requested to click on VC/OAVM link placed under Join Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush.
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Members are encouraged to join the Meeting through Laptops for better experience.
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Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.
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Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore, recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
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Any person holding shares in physical form and non-individual shareholders, who acquires shares of the Company and becomes member of the Company after the notice is send through e-mail and holding shares as of the cut-off date i.e. Tuesday, November 11, 2025, may obtain the login ID and password by sending a request at [email protected] or Issuer/RTA. However, if you are already registered with NSDL for remote e-Voting, then you can use your existing user ID and password for casting your vote. If you forgot your password, you can reset your password by using “Forgot User Details/Password” or “Physical User Reset Password” option available on www.evoting.nsdl.com or call on 022-48867000 and 022-24997000. In case of Individual Shareholders holding securities in demat mode who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date i.e. Tuesday, November 11, 2025, may follow steps mentioned in the Notice of the EGM under “Access to NSDL e-Voting system”.
General Information
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There will be one vote for every Client ID / registered folio number irrespective of the number of joint holders.
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The voting rights of members shall be in proportion to their shares of the paid up equity share capital of the Company as on the cut-off date of Tuesday, November 11, 2025.
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A person, whose name is recorded in the register of members or in the register of beneficial owners maintained by the depositories as on the cut-off date only shall be entitled to avail the facility of remote e-voting as well as voting during EGM.
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The procedure for attending meeting and e-Voting on the day of the EGM is same as the instructions mentioned above for e-voting.
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The link for VC/OAVM to attend meeting will be available where the EVEN of Company will be displayed after successful login as per the instructions mentioned above for e-voting.
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Members who would like to express their views or ask questions during the EGM may register themselves as a speaker by sending their request from their registered email address mentioning their name, DP ID and Client ID/folio number, PAN, mobile number & number of shares at [email protected]/ [email protected] before 8[th] November, 2025 (5:00 p.m. IST) subject line should be Speaker Registration of Shivalik Bimetal Controls Limited. Those Members who have registered themselves as a speaker will only be allowed to express their views/ask questions during the EGM. The Company reserves the right to restrict the number of speakers depending on the availability of time for the EGM.
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These queries will be replied to by the company suitably by email.
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The Scrutinizer shall, immediately after the conclusion of voting at the EGM, will first download the votes cast at the meeting and thereafter unblock the votes cast through remote e-Voting in the
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presence of at least 2 (Two) witnesses not in the employment of the Company. Thereafter the Scrutinizer shall, submit a consolidated Scrutinizer’s report of the total votes cast in favour or against, if any, to the Chairperson, or a person authorized by him in writing who shall countersign the same and declare the result of voting forthwith. The result of e-Voting along with consolidated Scrutinizer’s report will be declared upon conclusion of the Meeting, within the permissible timelines. The declared Results, along with the Scrutinizer’s Report, will be available forthwith on the Company’s corporate website www.shivalikbimetals.com under the section ‘Investor Relations’ and on the website of NSDL, such Results will also be forwarded to the National Stock Exchange of India Limited and BSE Limited, where the Company’s shares are listed.
Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of email ids for e-Voting for the resolutions set out in this Notice:
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In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAAR (self-attested scanned copy of Aadhaar Card) by email to [email protected] with a copy to [email protected].
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In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (selfattested scanned copy of PAN card), AADHAAR (self-attested scanned copy of Aadhaar Card) to [email protected] with a copy to [email protected]. If you are an individual shareholder holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A).
Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.
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Alternatively, shareholders/members may send a request to [email protected] for procuring user id and password for e-Voting by providing above mentioned documents.
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In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to e-Voting facility.
For Shivalik Bimetal Controls Limited
Sd/Place: New Delh i Aarti Sahni Date: 10.10.2025 Company Secretary M. No. A25690
Registered Office:
16-18, New Electronics Complex, Chambaghat, Distt. Solan, Himachal Pradesh - 173213 CIN: L27101HP1984PLC005862
E-mail: [email protected]
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EXPLANATORY STATEMENT IN RESPECT OF THE SPECIAL BUSINESS PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013
ITEM NO. 1
Reclassification of the Status of Promoter & Promoter Group Category to Public Category
Pursuant to Regulation 31A of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 ("SEBI LODR Regulations"), the Company had received request letters dated 11[th] July, 2025 from the following persons mentioned below belonging to the promoter and promoter group of the Company for reclassification of their shareholding from “Promoter & Promoter Group” category to “Public” category:
| Sr. No | Name of the Promoter & Promoter Group |
No. of Equity shares held |
% of shareholding |
|---|---|---|---|
| 1 | Satinder Jeet Singh Sandhu | 0 | - |
| 2 | Sarita Sandhu | 0 | - |
| 3 | Angad Sandhu | 0 | - |
| 4 | Devinder Jeet Singh Sandhu | 0 | - |
| 5 | Manjit Kaur | 0 | - |
| 6 | Gurbir Sandhu | 0 | - |
| 7 | Amar Engineering Company Pvt. Ltd. | 0 | - |
| 8 | Angad Estates Pvt. Ltd. | 0 | - |
| 9 | TSL Holdings Pvt. Ltd. | 0 | - |
| 10 | Ultra Portfolio Management Pvt. Ltd. | 0 | - |
| 11 | B S Sandhu and Associates Pvt. Ltd. | 0 | - |
In their letters the above individuals and body corporates have confirmed that pursuant to the provisions of Regulation 31A(3)(b) of the SEBI LODR Regulations:
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a. does not, together, hold more than 10% of the voting rights in the Company;
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b. does not exercise control over the affairs of the Company directly or indirectly;
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c. does not have any special rights with respect to the Company through formal or informal arrangements including through any shareholder agreements;
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d. are not represented on the Board (including not having a nominee director) of the Company;
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e. are not acting as Key Managerial Personnel in the Company;
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f. are not ‘wilful defaulter’ as per the Reserve Bank of India Guidelines; and
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g. are not fugitive economic offenders.
Further, the promoters seeking reclassification have also confirmed that subsequent to reclassification, they would continue to comply with the requirements as mentioned in Regulation 31A (4) of the SEBI LODR Regulations post such reclassification from ‘Promoter and Promoter Group’ category to ‘Public’ category.
The Board of Directors vide resolution passed at the meeting dated 13th August, 2025 took note of above application and granted their consent to proceed with the process of reclassification from “Promoter & Promoter Group” category to “Public” category subject to necessary approval from the National Stock Exchange of India Limited (NSE) and BSE Ltd and further subject to approval of shareholders of the Company and other appropriate statutory authorities, as may be necessary.
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Pursuant to Regulation 31A of the SEBI LODR Regulations, and upon consideration and approval of the Board of Directors, an application for such reclassification was made to the Stock Exchanges on 14[th] August, 2025. The Stock Exchanges have granted their no objection letter No. NSE/LIST/COMP/SBCL/510/2025-26 and LIST/COMP/HG/477/2025-26 dated September 29, 2025 from National Stock Exchange of India Limited and BSE Ltd respectively for the proposed reclassification, and the same has been disseminated to the stock exchanges and is publicly available at www.bseindia.com , www.nseindia.com and in the website of the Company at www.shivalikbimetals.com.
As on date of this Notice, the Company is in compliance with the requirement for minimum public shareholding as required under Regulation 38 of the Listing Regulations, does not have trading in its shares suspended by the Stock Exchange(s) and does not have any outstanding dues to the Securities and Exchange Board of India, the Stock Exchange(s) or the depositories(s).
In accordance with Regulation 31A(3)(a)(vi) of SEBI (LODR), Regulations, 2015, reclassification of promoters from the ‘Promoter & Promoter Group’ category to the ‘Public’ category, inter alia, requires approval of the members of the Company by way of an Ordinary Resolution, since Mrs. Tejinderjeet Kaur Ghumman hold more than 1% of voting rights in the Company and immediate relative of two of the individuals seeking reclassification i.e Mr. Satinderjeet Singh Sandhu and Mr. Devinderjeet Singh Sandhu.
Therefore, The Board of Directors of the Company recommends the resolution as set out in the Notice for the approval of the members of the Company as an Ordinary Resolution.
None of the Directors or Key Managerial Personnel of the Company, or their relatives, are in any way concerned or interested in the proposed resolution mentioned in this Notice, except for Mrs. Tejinderjeet Kaur Ghumman, sister of Mr. Satinderjeet Singh Sandhu and Mr. Devinderjeet Singh Sandhu.
For Shivalik Bimetal Controls Limited
Sd/-
Aarti Sahni Company Secretary M. No A25690
Date: 10.10.2025 Place: New Delhi
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