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Sumit Woods Limited — Proxy Solicitation & Information Statement 2026
Apr 8, 2026
62140_rns_2026-04-08_47b89e15-51b0-4809-bdd3-2eed217f42f2.pdf
Proxy Solicitation & Information Statement
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April 08th, 2026
To,
National Stock Exchange of India Limited
Exchange Plaza, SthFloor, Plot No. C-1, G Block,..Bandra Kurla Complex, Bandra (E), Mumbai 400051 Ref: Symbol: SUMIT
Subject; Disclosure under Rei:uiatiop 30 of the SEBI (Ustini: Obligations and Disclosm:e Requirements) Reeulations, 201s • Postal Ballot Notice
Dear Sir/Madam,
•.r J
Pursuant to Regulations 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 please find attached copy of Postal Ballot Notice (''Notice") dated 08th April 2026 which will be sent through e-mail to the shareholders of the Company, today for seeking their approval on the following resolutions:
Item Business to be transacted through Ordinary Resolution. No. 1 Appointment of Mrs. Kavita Bhushan Nemlekar (Din - 02067121) As A Non-Executive Director and Non-lndeoendent Director.
Further, the schedule of events for Postal Ballot/ E-voting is as under: -
| Sr. No. 1 2 3 4 5 6 7 |
Particulars (Activity) Ben pose Date for Sending Notice Date of Completion of Dispatch notice to Shareholders Cut Off Date E-voting commencement date and time Remote e-Voting End Date and time Mode of Approval Submission of voting results |
Date 27th March 2026 08th April 2026 27th March 2026 09th April 2026 09:00A.M. 08th May 2026 5:00 P.M. E·voting only On orbefore Sunday,10thMay, 2026 |
|---|---|---|
The Notice of Postal Ballot is also available on the website of the Company at www.sumitwoods.com
Request you to kindly take this letter on record and acknowledge the receipt.
Thanking you. Yours truly, For Sumit Woods Limited
Rekha Digitally signed by Jayesh Rekha Jayesh Bagda Date: 2026.04.08 Bagda 11:32:00 +05'30' Rekha Bagda Company Secretary Membership No.- ACS61024
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Sumit Woods Limited.
B - 1101, Express Zone, Diagonally Opp. to Oberoi Mall, W.E.Hlghway, Malad (East), Mumbai - 400 097. Tel.: 022· 2874 9966 / 77 • Fax: 022-2874 3377 • Email : [email protected],n • www.sumitwoods.com CIN No.: L36101MH1997PLC152192
SUMIT WOODS LIMITED POSTAL BALLOT NOTICE
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SUMIT WOODS LIMITED
CIN :L36101MH1997PLC152192
Registered Office : - B-Wing, Office No-1101, Opp. Reliance Office, Express Zone, W.E.Highway, Malad-East Mumbai 400097 Tel . No .: O22- 2874 9966 177 Fax :022-2874 3377 Email : [email protected] Website: www.sumitwoods.com
NOTICE OF POSTAL BALLOT
Pursuant to Section 110 of the Companies Act, 2013 read with Companies (Management and Administration) Rules, 2014 and applicable Circulars issued by the Ministry of Corporate Affairs, Government of India, from time to time
Dear Members, M/s. Sumit Woods Limited
Notice is hereby given to the Shareholders of Sumit Woods Limited (“the Company”) pursuant to Section 110 of the Companies Act, 2013 (“the Act”) read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014 (“the Rules”) and other applicable provisions of the Act and the Rules, General Circular No. 14/2020 dated April 08, 2020, 17/2020 dated April 13, 2020 and subsequent circulars issued in this regard with the latest being General Circular No. 09/2024 dated September 19, 2024, issued by the Ministry of Corporate Affairs (collectively ‘MCA Circulars’) and SEBI Circular No. SEBI/HO/CFD/ CMD1/CIR/ P/2020/79 dated May 12, 2020 and subsequent circulars issued in this regard with the latest being SEBI Circular No. SEBI/HO/ HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026, issued by the Securities and Exchange Board of India (collectively ‘SEBI Circulars’) and in compliance with the provisions of the Companies Act, 2013 (‘the Act’) and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’), Secretarial Standard on General Meetings (“SS-2”) issued by the Institute of Company Secretaries of India and other applicable laws, rules and regulations (including any statutory modification or re-enactment thereof for the time being in force and as amended from time to time), to seek your consent for the resolutions as set out hereunder and proposed to be passed through postal ballot (“Postal Ballot”) by way of remote electronic voting (“evoting”) Process.
In compliance with the MCA Circulars & SEBI Circulars, the hard copy of the Postal Ballot Notice along with Postal Ballot Forms and pre-paid business envelopes are not being sent to the members. Notice of the Postal Ballot is being sent only through electronic mode to those Members holding shares either in physical form or dematerialized form as on Friday, March 27, 2026 (“cut-off date”) and whose email addresses are registered with the Company/ Depositories/ Depositories participant.
The Company has engaged National Securities Depository Limited (“NSDL”) , an agency authorized by the Ministry of Corporate Affairs (“MCA”) for providing Remote e-voting facility to all its members. The Remote e-voting period commences from Thursday, 09[th] April 2026 at 9:00 A.M. and ends on Wednesday, 08[th] May 2026 at 5:00 P.M.
An Explanatory Statement, pursuant to Section 102(1) of the Companies Act, 2013 and the relevant information required under Regulation 36 (3) of the SEBI (LODR) Regulations, 2015 and other requisite information setting out all material facts relating to the resolution mentioned in this Notice of Postal Ballot is annexed hereto.
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SUMIT WOODS LIMITED POSTAL BALLOT NOTICE
ITEM NO. 1 - APPOINTMENT OF MRS. KAVITA BHUSHAN NEMLEKAR (DIN - 02067121) AS A NON-EXECUTIVE DIRECTOR AND NON-INDEPENDENT DIRECTOR.
To consider and if thought fit, to pass, with or without modification(s) the following resolution as a Ordinary Resolution :
“RESOLVED THAT pursuant to the provisions of Sections 152 and 161 and any other applicable provision, if any, of the Companies Act, 2013, read with the rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), and in accordance with the Articles of Association of the Company and upon the recommendation of the Nomination and Remuneration Committee, and on approval of the Board of Directors, the consent of the members of the Company be and is hereby accorded to appoint Mrs. Kavita Nemlekar (DIN: 02067121), as a Non-Executive, Non-Independent Director with effect from 09th February, 2026 up to 08th February, 2031.
RESOLVED FURTHER THAT Mrs. Kavita Nemlekar, be and is hereby appointed on such terms and conditions, including consolidated remuneration of Rs. 50,00,000 (Rupees Fifty Lakhs Only) per annum, inclusive of all perquisites, allowances and benefits, including retention bonus as detailed in the Letter of Appointment, in accordance with the Nomination and Remuneration Policy of the Company.
RESOLVED FURTHER THAT any Director of the Company be and is hereby authorized to do all such acts, deeds, matters and things as may be necessary, proper or desirable and to sign and execute all necessary documents, applications and returns, including filing of necessary e-forms with the Registrar of Companies, to give effect to this resolution.”
Place: Mumbai Date: February 09, 2026
For Sumit Woods Limited Sd/Ms. Rekha Bagda Company Secretary & Compliance Officer
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SUMIT WOODS LIMITED POSTAL BALLOT NOTICE
Notes:
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The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 read together with Rules made thereunder setting out material facts is annexed hereto.
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The Board of Directors has appointed Mr. Vijay Yadav, Partner, M/s. AVS & Associates., Practicing Company Secretary as a Scrutinizer for conducting Postal Ballot process in a fair and transparent manner.
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The Postal Ballot Notice is being sent to all the Members, whose names appear on the Register of Members/List of beneficial owners as received from National Securities Depository Limited (“NSDL”) / Central Depository Services (India) Limited (“CDSL”) as on Friday, 27[th] March 2026, the cut-off date.
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In line with the MCA Circulars, the Postal Ballot Notice is being sent only by electronic mode to those members whose e-mail addresses are registered with the Company, Registrar and Transfer Agent or Depositories and the communication of assent/ dissent of the Members will only take place through the E-voting system. In compliance with the requirements of the MCA Circulars, hard copy of Postal Ballot Notice along with Postal Ballot Forms and pre-paid business envelope will not be sent to the Members for this Postal Ballot. Necessary Explanatory Statement is attached with the Notice. You are advised to record your assent or dissent by means of E-Voting system only, provided by the Company.
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Members may please note that the Postal Ballot Notice will also be available on the Company’s website at www.sumitwoods.com and on the website of NSDL www.evoting.nsdl.com. Also, members may please note that the Postal Ballot Notice will also be uploaded on the NSE-NEAPS Portal.
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The Members whose email ids are not registered with the Company or Depository Participant(s) as on the Cut-off Date are requested to register their e-mail Ids by sending an e-mail citing subject line as “Sumit Woods Limited-Postal Ballot -Registration of e-mail addresses” to Registrar and Transfer Agent of the Company, i.e., Bigshare Services Private Limited at [email protected] or to the Company at [email protected] with name of registered shareholder(s), folio number(s)/DP Id/Client Id and No. of equity shares held, from the email address they wish to register to enable them to exercise their vote on special business as set out in the Postal Ballot Notice through remote e-voting facility provided by NSDL.
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In terms of Sections of Section 108, 110 and other applicable provisions of the Companies Act, 2013, read together with the Companies (Management and Administration) Rules, 2014, and in compliance with Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (LODR) (hereinafter referred to as the “Listing Regulations‟) as amended from time to time, the Company is pleased to provide e-voting facility for its Members to enable them to cast their votes on the resolutions electronically. The Company has appointed NSDL for facilitating e-voting to enable the members to cast their votes electronically (hereinafter referred to as the “Remote e-voting”).
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The e-voting period commences on Thursday, 09[th] April, 2026 at 9:00 A.M. and ends on Friday, 08[th] May, 2026 at 5:00 P.M. The remote e-voting module shall be disabled for voting thereafter. During this period, the members of the Company holding shares in physical form or in dematerialized form, as on the cut-off date, being Friday, March 27, 2026, may cast their vote by electronic means in the manner and process set out hereinabove. Once the vote on a resolution(s) is cast by the member, the member shall not be allowed to change it subsequently.
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The Voting rights shall be reckoned on the paid-up value of shares registered in the name of the Member as on Friday, March 27, 2026. Members can vote for their entire voting rights as per their discretion.
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10.In case of any query pertaining to e-voting, or any grievances or queries of the members of the Company connected with the electronic voting can be addressed to the Company’s Registrar & Share Transfer
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SUMIT WOODS LIMITED POSTAL BALLOT NOTICE
Agents, Bigshare Services Private Limited at [email protected] (e-mail) or may write to the Company Secretary of the company at [email protected].
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11.The Scrutinizer will submit the results to the Chairman of the Company or any authorised person of the Company after completion of the scrutiny of the e-voting, and the results of the voting by Postal Ballot will be announced on or before Sunday, 10[th] May 2026.
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12.The result of the Postal Ballot along with the Scrutinizer’s Report will also be displayed on the Company’s website www.sumitwoods.com and shall be communicated to the Stock Exchanges where the Company’s shares are listed. The result of the Postal Ballot will also be displayed at the Registered Office of the Company.
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13.Resolution passed by the members through Postal Ballot are deemed to have been passed as if the same have been passed at a general meeting of the members convened in that behalf. The resolution, if approved by the requisite majority of members by means of Postal Ballot, shall be deemed to have been passed on the last date of voting, i.e. Friday, 08[th] May 2026.
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14.A Member cannot exercise his / her / its vote by proxy on Postal Ballot / E- Voting
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15.The instructions and other information relating to e-voting are as under:
- How do I vote electronically using NSDL e Voting system?
The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:
- Step 1: Access to NSDL e Voting system
- A) Login method for e Voting for Individual shareholders holding securities in demat
mode
- In terms of SEBI circular dated December 9, 2020 on e Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility. Login method for Individual shareholders holding securities in demat mode is given below:
| Type of shareholders |
Login Method |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL. |
1. For OTP based login you can click onhttps://eservices.nsdl.com/SecureWeb/evoting/evotinglogin.jsp. You will have to enter your 8-digit DP ID,8-digit Client Id, PAN No., Verification code and generate OTP. Enter the OTP received on registered email id/mobile number and click on login. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name ore-Voting service provider i.e. NSDLand you will be redirected to e-Voting website of NSDL for casting your vote duringthe remote e-Voting period. |
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SUMIT WOODS LIMITED POSTAL BALLOT NOTICE
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Existing IDeAS user can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the “ Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section , this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e- Voting page. Click on company name 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.
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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/IdeasDirectReg.jsp
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Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or eVoting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.
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Shareholders/Members can also download NSDL Mobile App “ NSDL Speede ” facility by scanning the QR code mentioned below for seamless voting experience.
Individual 1. Users who have opted for CDSL Easi / Easiest facility, can login Shareholders through their existing user id and password. Option will be made holding available to reach e-Voting page without any further authentication. securities in The users to login Easi / Easiest are requested to visit CDSL website demat mode www.cdslindia.com and click on login icon & New System Myeasi
with CDSL Tab and then user your existing my easi username & password.
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SUMIT WOODS LIMITED POSTAL BALLOT NOTICE
| 2. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly. 3. If the user is not registered for Easi/Easiest, option to register is available at CDSL websitewww.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option. 4. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available onwww.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers. |
|
|---|---|
| Individual Shareholders (holding securities in demat mode) login through their depository participants |
You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e- Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e- Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period. |
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.
| Login type | Helpdesk details |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL |
Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at 022 - 4886 7000 |
| Individual Shareholders holding securities in demat mode with CDSL |
Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] or contact at toll free no. 1800-21-09911 |
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SUMIT WOODS LIMITED POSTAL BALLOT NOTICE
B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.
How to Log-in to NSDL e-Voting website?
1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.
- 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.
4. Your User ID details are given below :
Step 2 i.e. Cast your vote electronically. Your User ID details are given below : |
|
|---|---|
| Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical |
Your User ID is: |
| a) For Members who hold shares in demat account with NSDL. |
8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**. |
| b) For Members who hold shares in demat account with CDSL. |
16 Digit Beneficiary ID For example if your Beneficiary ID is 12** then your user ID is 12** |
| c) For Members holding shares in Physical Form. |
EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001 |
5. Password details for shareholders other than Individual shareholders are given below: a) If you are already registered for e-Voting, then you can user 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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SUMIT WOODS LIMITED POSTAL BALLOT NOTICE
- (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’.
- (ii) If your email ID is not registered, please follow steps mentioned below in **process for those shareholders whose email ids are not registered**
6. If you are unable to retrieve or have not received the “ Initial password” or have forgotten your password:
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a) Click on “ Forgot User Details/Password ?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
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b) Physical User Reset Password ?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
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c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
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d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.
7. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
8. Now, you will have to click on “Login” button. 9. 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?
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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.
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Select “EVEN” of company for which you wish to cast your vote during the remote e- Voting period.
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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.
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SUMIT WOODS LIMITED POSTAL BALLOT NOTICE
General Guidelines for shareholders
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Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected]. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "eVoting" tab in their login.
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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. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.
3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on: 022 - 4886 7000 or send a request to Mr. Sagar S. Gudhate, Senior Manager at [email protected]
Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice :
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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), AADHAR (self attested scanned copy of Aadhar Card) by email 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 (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to [email protected] If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login -
method explained at step 1 (A ) i.e. Login method for e Voting for Individual shareholders holding securities in demat mode .
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Alternatively shareholder/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 access e-Voting facility.
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SUMIT WOODS LIMITED POSTAL BALLOT NOTICE
EXPLANATORY STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013 (“The Act”)
ITEM NO. 1 - APPOINTMENT OF MRS. KAVITA BHUSHAN NEMLEKAR (DIN:02067121) AS A NON-EXECUTIVE DIRECTOR AND NON-INDEPENDENT DIRECTOR.
In terms of the provisions of Section 102 of the Companies Act, 2013 (“Act”), Secretarial Standard on General Meetings (“SS-2”) and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), the following statement sets out the material facts relating to the proposed resolution as set out in this Notice.
The Board of Directors of the Company, based on the recommendation of the Nomination and Remuneration Committee (“NRC”) and subject to the approval of shareholders, appointed Mrs. Kavita Bhushan Nemlekar (DIN: 02067121) as an Additional Director under category Non-Executive NonIndependent Director w.e.f. February 09, 2026, liable to retire by rotation.
In terms of Section 161 of the Act, an Additional Director shall hold office up to the date of the next annual general meeting or the last date on which the annual general meeting should have been held, whichever is earlier. However, in terms of Regulation 17(1C) of the SEBI Listing Regulations, approval of shareholders of the Company is required to be obtained for appointment of a director, at the next general meeting or within a time period of three months from the date of appointment, whichever is earlier. Therefore, the approval of shareholders is being sought for the appointment of Mrs. Kavita Bhushan Nemlekar as an Non-Executive Non-Independent Director, through this Postal Ballot.
The Company has received a notice under Section 160 of the Act from a Member proposing the candidature of his appointment as a Director of the Company.
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SUMIT WOODS LIMITED POSTAL BALLOT NOTICE
| Name | Mrs.KavitaBhushanNemlekar |
|---|---|
| City | Mumbai |
| Din | 02067121 |
| Age / Date of Birth | 29/01/1980 |
| Contact | 9821885901 |
| [email protected] | |
| Profile | Educational Qualification: Diploma in Architecture (2003) from Maharashtra State Board of Technical Education. Expertise:Architectural Design & Interior Design Experience:22 Years |
| Organisation And Designation | 1) Homesync Real Estate Advisory Private Limited as Additional Director W.E.F. 25/02/2026 2) Sumit Eminence Private Limited as Additional Director W.E.F. 25/02/2026 3) Mitasu Developers Private Limited as Additional Director W.E.F. 25/02/2026 |
| Directorships held in other Companies (excluding foreign and Section 8 Companies) |
1) Homesync Real Estate Advisory Private Limited as Additional Director W.E.F. 25/02/2026 2) Sumit Eminence Private Limited as Additional Director W.E.F. 25/02/2026 3) Mitasu Developers Private Limited as Additional Director W.E.F. 25/02/2026 |
| Memberships/Chairmanships of committees of other public companies |
NIL |
| Number of shares held in the Company | 13,92,636 |
| Number of Meetings of the Board of Directors attended during FY 2025-26 |
1 Meeting (09thFebruary 2026) |
| Relationship with other Directors, Manager or Key Managerial Personnel, if any |
Spouse of Mr. Bhushan Nemlekar |
| Terms and conditions including remuneration |
Appointment as Non-Executive Non- Independent Director Remuneration: In line with the internal guidelines of the Company, no payment is made towards commission / sitting fee to the Non - ExecutiveDirectors ofthe Company |
Additional Disclosures as required under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standards-2 are as under:
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SUMIT WOODS LIMITED POSTAL BALLOT NOTICE
Whilst considering the appointment of Mrs. Kavita Bhushan Nemlekar (DIN:02067121) as a Director, the NRC and the Board reviewed and confirmed that:
She is a fit and proper person to be appointed as a Director of the Company.
She is not disqualified from being appointed as a Director of the Company, in terms of Section 164 of the Act and has given his consent to act as a Director of the Company. In the opinion of the Board, he fulfils the conditions relating to his appointment as prescribed under the relevant provisions of the Act, the relevant rules notified thereunder, the SEBI Listing Regulations, in this regard from time to time.
She is not debarred from holding the office of Director by virtue of any order by SEBI or any other authority; and
She has the requisite qualification, skills, experience and expertise in functional areas viz. Architectural Design & Interior Design. Mrs. Kavita Bhushan Nemlekar is relative of Bhushan Subodh Nemlekar and shall be liable to retire by rotation. Except Mrs. Kavita Bhushan Nemlekar and/or hir relatives, no other Director, Key Managerial Personnel or their respective relatives are, in any way, concerned or interested, financially or otherwise, in the said resolution.
The Board recommends the Ordinary Resolution as set out in Item No. 1 of the Notice of Postal Ballot for the approval of the Members.
By Order of the Board of Directors Sd/Ms. Rekha Bagda Company Secretary & Compliance Officer
For Sumit Woods Limited
Place: Mumbai
Date: February 09, 2026
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