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YASHO INDUSTRIES LIMITED Proxy Solicitation & Information Statement 2026

Jan 7, 2026

61821_rns_2026-01-07_c222af20-79ee-459e-b02f-ce2bd1e3f2ed.pdf

Proxy Solicitation & Information Statement

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Date: January 07, 2026

To, To, BSE Limited, National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Plot No. C/1, G Block, Dalal Street, Bandra-Kurla Complex, Bandra (East), Mumbai– 400 001. Mumbai – 400 051. Scrip Code: 541167 Symbol: YASHO Dear Sir/Madam,

Subject : Notice of Postal Ballot.

Pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find attached the Postal Ballot Notice dated January 04, 2026, along with the explanatory statement, seeking approval of the members of the Company, by way of remote e-voting process (“e-voting”) for Reclassification of certain persons forming part of the Promoter Group from ‘Promoter Group’ Shareholder to ‘Public’ Shareholder.

In compliance with the various Circulars issued by the Ministry of Corporate Affairs and Securities and Exchange Board of India, the Company is sending this Postal Ballot Notice only in electronic form to those members whose names appear on the register of members / register of beneficial owners, as on Friday, December 26, 2025 (“Cut-Off Date”), received from the Depositories and whose e-mail address is registered with the Company / Registrar and Transfer Agent / Depository Participants / Depositories.

The Company has engaged the services of the Bigshare Services Private Limited (‘ Bigshare’ ) for the purpose of providing remote e-voting facility to its members.

The e-voting facility will be available during the following voting period:

E-VOTING STARTS ON E-VOTING ENDS ON
Thursday, January08,2026,at 9:00 a.m.(IST) Friday,February06,2026,at 5:00p.m.(IST)

The Notice is also available on the Company's website at www.yashoindustries.com and on the website of Bigshare at www.bigshareonline.com

This is for your information and records.

Thanking You, For Yasho Industries Limited Rupali Digitally signed by Rupali Sugriv Verma Sugriv Date: 2026.01.07 Verma 09:29:29 +05'30'

_________ Rupali Verma Company Secretary and Compliance Officer Membership No.: A42923

YASHO INDUSTRIES LIMITED

REGISTERED OFFICE: Office No. 101/102, Peninsula Heights, C.D Barfiwala Marg, Juhu lane, Andheri (West), Mumbai – 400058, India TEL: +91 22 62510100; FAX: +91 22 62510199; E-Mail: [email protected]; CIN No: L74110MH1985PLC037900

NOTICE OF POSTAL BALLOT

[Pursuant to Section 110 and 108 of the Companies Act, 2013 read with Rules 22 and 20 of the Companies (Management and Administration) Rules, 2014, as amended]

E-VOTING STARTS ON E-VOTING ENDS ON Thursday, January 08, 2026, at 9:00 a.m. (IST) Friday, February 06, 2026, at 5:00 p.m. (IST)

Dear Member(s),

NOTICE is hereby given pursuant to Section 110 read with Section 108 and other applicable provisions, if any, of the Companies Act, 2013, (‘the Act ’) (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), read with Rules 22 and 20 of the Companies (Management and Administration) Rules, 2014, (‘ Rules ’), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘ SEBI Listing Regulations ’) and the Secretarial Standard-2 on General Meetings issued by the Institute of Company Secretaries of India (‘ SS2 ’), each as amended, and in accordance with the requirements prescribed by the Ministry of Corporate Affairs (‘ MCA ’) for holding general meetings/conducting postal ballot process through e-voting vide its General Circular dated April 8, 2020, April 13, 2020, May 5, 2020 and the latest being General Circular dated September 22, 2025 (collectively referred to as (‘ MCA Circulars ’) and other applicable circulars issued from time to time, the Resolution as set out hereunder is proposed for approval of the Members of Yasho Industries Limited (‘the Company ’), through postal ballot by way of e-voting (‘ remote e-voting ’) process only.

The Explanatory Statement pursuant to Sections 102 and 110 and other applicable provisions of the Act, pertaining to the said Resolution setting out the material facts and the reasons/rationale thereof is annexed to this Notice.

In compliance with the aforesaid MCA Circulars, this Postal Ballot Notice (‘ Notice ’) is being sent by the Company only through electronic mode to those Members whose email addresses are registered with the Company/Registrar and Transfer Agent (‘RTA’)/Depository Participants (DPs). Accordingly, physical copy of the Notice along with Postal Ballot Form and pre-paid business reply envelope are not being sent to the Members for this Postal Ballot. The process for registration of email address is appended in the Notes to this Notice.

In compliance with Regulation 44 of the SEBI Listing Regulations and pursuant to the provisions of Sections 108 and 110 of the Act read with the Rules, MCA Circulars and SS-2, the Company is providing remote e-voting facility to its Members, to enable them to cast their votes electronically instead of submitting the Postal Ballot Form physically. The communication of the assent or dissent of the Members would only take place through the remote e-voting system. The Company has engaged the services of the Bigshare Services Private Limited (‘ Bigshare’ ) for the purpose of providing remote e-voting facility to its Members.

Members desiring to exercise their vote through the remote e-voting facility arranged by the Company are requested to carefully read the instructions and follow the procedure as stated in the Notes forming part of this Notice for casting of votes not later than 5:00 p.m. (IST) on Friday, February 06, 2026. The remote e- voting facility will be disabled by Bigshare immediately thereafter and voting shall not be allowed beyond the said time and date.

YASHO INDUSTRIES LIMITED

REGISTERED OFFICE: Office No. 101/102, Peninsula Heights, C.D Barfiwala Marg, Juhu lane, Andheri (West), Mumbai – 400058, India TEL: +91 22 62510100; FAX: +91 22 62510199; E-Mail: [email protected]; CIN No: L74110MH1985PLC037900

The Board of Directors of the Company has appointed Dhrumil M. Shah & Co. LLP, Practicing Company Secretaries, as the Scrutinizer to scrutinize the remote e-voting process in a fair and transparent manner. After completion of scrutiny of the votes cast, the Scrutinizer will submit their report to the Chairman. The results of voting conducted through Postal Ballot (remote e-voting process) along with the Scrutinizer’s Report, shall be announced by the Chairman or such authorised person within the stipulated timelines. The Scrutinizer’s decision on the validity of votes cast will be final. The said results along with Scrutinizer’s Report will be displayed on the website of the Company at www.yashoindustries.com, the website of Bigshare at www.bigshareonline.com and shall also be communicated to the Stock Exchanges where the Company’s Equity Shares are listed viz. BSE Limited (‘BSE’) and The National Stock Exchange of India Limited (‘NSE’). The results shall also be displayed on the Notice Board at the Registered Office of the Company. The Resolution, if passed with the requisite majority through Postal Ballot, shall be deemed to have been passed, on the last date specified for remote e-voting i.e., Friday, February 06, 2026.

SPECIAL BUSINESS:

1. Reclassification of certain persons forming part of the Promoter Group from ‘Promoter Group’ Shareholder to ‘Public’ Shareholder

To consider and, if thought fit, to pass 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 Listing Regulations’) (including any statutory modification(s) or re-enactment thereof, for the time being in force) and in accordance with the No Objection received from BSE Limited vide letter bearing Ref No. LIST/COMP/KR/611/2025-26 dated December 12, 2025, and National Stock Exchange of India Limited (NSE) vide letter bearing Ref. No. NSE/LIST/COMP/YASHO/535/2025-2026 dated December 12, 2025, respectively, 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 for reclassification of the following persons forming part of Promoter Group Shareholder (hereinafter referred to as the (“Outgoing Promoter Group” Shareholder) from “Promoter Group” Shareholder to ”Public” Shareholder:

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Sr. No. Name No. of shares held % of shareholding
1 Mr. Rajanikant Desai 2,930 0.02
2 Mrs. Kalpana Desai 2,200 0.02
3 Rajanikant Desai HUF 4,900 0.04
Total 10,030 0.08
----- End of picture text -----

RESOLVED FURTHER THAT on approval of this resolution, the Company shall effect such reclassification in the Statement of Shareholding Pattern from immediate succeeding quarter under Regulation 31 of SEBI Listing Regulations and in compliance to the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, and other applicable provisions, if any.

RESOLVED FURTHER THAT Outgoing Promoter Group Shareholders have confirmed that all the conditions specified in sub clause (i) to (vii) of clause (b) of sub-regulation (3) of Regulation 31A of SEBI Listing Regulations have been complied with and have also confirmed that they shall, at all times from the date of such reclassification, continue to comply with the conditions mentioned in Regulation 31A of SEBI Listing Regulations post reclassification from “Promoter Group” to “Public.

YASHO INDUSTRIES LIMITED

REGISTERED OFFICE: Office No. 101/102, Peninsula Heights, C.D Barfiwala Marg, Juhu lane, Andheri (West), Mumbai – 400058, India TEL: +91 22 62510100; FAX: +91 22 62510199; E-Mail: [email protected]; CIN No: L74110MH1985PLC037900

RESOLVED FURTHER THAT for giving effect to the foregoing resolution, any Director(s) and / or the Chief Financial Officer and / or the Company Secretary of the Company (collectively the “Authorized Signatories”) be and are hereby severally authorized to sign applications, papers, documents etc. and to do all such acts, deeds, matters and things as it may, in their absolute discretion, deem necessary or desirable and to settle any questions, difficulty or doubt that may arise in order to give effect to the above resolution including intimation to Stock Exchanges. .

RESOLVED FURTHER THAT a copy of this resolution duly certified by any Directors / the Chief Financial Officer / the Company Secretary be furnished to the concerned authorities or such other persons, as may be required, and they be requested to act thereupon .”

By Order of the Board, For Yasho Industries Limited Sd/Parag Vinod Jhaveri Managing Director and CEO DIN: 01257685

Registered Office: Office No.101/102 Peninsula Heights, CD Barfiwala Marg, Juhu Lane, Andheri (West), Mumbai - 400058 Email – [email protected] CIN: L74110MH1985PLC037900

Date: January 04, 2026 Place: Mumbai

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YASHO INDUSTRIES LIMITED

REGISTERED OFFICE: Office No. 101/102, Peninsula Heights, C.D Barfiwala Marg, Juhu lane, Andheri (West), Mumbai – 400058, India TEL: +91 22 62510100; FAX: +91 22 62510199; E-Mail: [email protected]; CIN No: L74110MH1985PLC037900

NOTES:

  1. An Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 (“the Act”) read with Section 110 of the Act and Rule 22 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, setting out the material facts relating to the aforesaid Resolutions and reasons thereof for the proposal set out relating to the Resolution No. 1 as mentioned in this Postal Ballot Notice is annexed herewith.

  2. In compliance with the MCA Circulars, the Postal Ballot Notice is being sent by electronic mode only to those Members, whose names appear in the Register of Members/List of Beneficial Owners as received from National Securities Depository Limited (‘NSDL’) and Central Depository Services (India) Limited (‘CDSL’) as on Friday, December 26, 2025 (‘Cut-Off date’) and whose e-mail addresses are registered with the Company / Depositories / RTA. A person who is not a member on the cut-off date should treat this notice for information purposes only. Members holding shares in dematerialised mode, who have not registered their email addresses are requested to register their email addresses with their respective Depository Participant (‘DP’). Members may note that this Notice will also be available on the Company’s website at www.yashoindustries.com, websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com, respectively.

  3. In accordance with the MCA Circulars, physical copies of the Notice along with the postal ballot form and the pre-paid business reply envelope are not being sent to Members for this Postal Ballot. Members are requested to provide their assent or dissent through e-voting only.

  4. In compliance with provisions of Sections 108 and 110 of the Act, read with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of the Listing Regulations and the Secretarial Standards on General Meetings (‘SS-2’) issued by the Institute of Company Secretaries of India on General Meetings, the Company is pleased to provide evoting facility to the Members to exercise their votes electronically. For this purpose, the Company has availed the service of Bigshare for facilitating e-voting to enable the Members to cast their votes electronically.

  5. The Voting rights of members will be reckoned on the paid-up value of equity shares registered in the name of the Members on Friday, December 26, 2025 , being the cut-off date . Only those Members whose names are recorded in the Register of Members/List of Beneficial Owners as received from NSDL and CDSL as on the Cut-off date will be entitled to cast their votes. Shareholders whose email IDs are not registered, are requested to contact the Depository.

  6. The Company is pleased to provide remote evoting facility to its members, to enable them to cast their votes electronically. The detailed procedure with respect to remote e-voting is mentioned in Note No. 11 of this Notice.

  7. The e-voting period commences on Thursday, January 08, 2026, at 9:00 a.m. (IST) and shall end on Friday, February 06, 2026, at 5:00 p.m. (IST) . During this period, Members of the Company holding shares as on the Cut-Off date may cast their vote electronically. The remote e-voting module shall be disabled by Bigshare for voting thereafter.

  8. The Resolution, if passed by requisite majority, will be deemed to be passed on the last date specified for remote e-voting i.e., Friday, February 06, 2026. Further, the resolution passed through this postal ballot shall be deemed to have been passed by the members at a General Meeting.

YASHO INDUSTRIES LIMITED

REGISTERED OFFICE: Office No. 101/102, Peninsula Heights, C.D Barfiwala Marg, Juhu lane, Andheri (West), Mumbai – 400058, India TEL: +91 22 62510100; FAX: +91 22 62510199; E-Mail: [email protected]; CIN No: L74110MH1985PLC037900

  1. The declared results along with the Report of the Scrutinizer shall be uploaded on the Stock Exchange viz. BSE Limited and National Stock Exchange of India Limited and also on the website of the Company i.e., www.yashoindustries.com and website of Bigshare.

  2. Members desirous of inspecting the documents referred to in the Notice or Explanatory Statement may send their request to [email protected] from their registered email addresses mentioning their name, folio numbers/DP ID and Client ID, until the last date of remote e-voting of this Postal Ballot.

11. E-VOTING INTRUCTIONS FOR POSTAL BALLOT ARE AS UNDER:

Bigshare i-Vote E-Voting System

  • i. The voting period begins on Thursday, January 08, 2026, at 9:00 a.m. (IST) and shall end on Friday, February 06, 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 Friday, December 26, 2025, may cast their vote electronically. The e-voting module shall be disabled by Bigshare for voting thereafter.

  • ii. Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders’ resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.

Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.

In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders, by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants. Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

  • iii. In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 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.

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YASHO INDUSTRIES LIMITED

REGISTERED OFFICE: Office No. 101/102, Peninsula Heights, C.D Barfiwala Marg, Juhu lane, Andheri (West), Mumbai – 400058, India TEL: +91 22 62510100; FAX: +91 22 62510199; E-Mail: [email protected]; CIN No: L74110MH1985PLC037900

  1. Pursuant to above said SEBI Circular, Login method for e-Voting for Individual shareholders holding securities in Demat mode is given below:
Type
of
shareholders
Type
of
shareholders
Login Method
Individual
Shareholders
holding securities
in Demat
mode
withCDSL
1.
2.
3.
4.
Users who have opted for CDSL Easi / Easiest facility, can login through
their existing user id and password. Option will be made available to
reach e-Voting page without any further authentication. The URL for
users
to
login
to
Easi/Easiest
is
https://web.cdslindia.com/myeasitoken/home/login or visit CDSL
websitewww.cdslindia.com and click on login icon & New System
Myeasi Tab and then use your existing my easi username & password.
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 ofBIGSHAREthe e-
Voting service provider and you will be re-directed toi-Votewebsite 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 i.e.BIGSHARE, so that the user can visit the e-Voting service
providers’ website directly.
If the user is not registered for Easi/Easiest, option to register is available
at
https://web.cdslindia.com/myeasitoken/Registration/EasiRegistration
Alternatively, the user can directly access e-Voting page by providing
Demat
Account
Number
and
PAN
No.
from
a
link
https://evoting.cdslindia.com/Evoting/EvotingLogin 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.
Click onBIGSHAREand you will be re-directed toi-Votewebsite for
casting your vote duringthe remote e-voting period.
Individual
Shareholders
holding securities
in
demat
mode
withNSDL
1)
2)
3)
If you are already registered for NSDL IDeAS facility, please visit the e-
Services website of NSDL. Open web browser by typing the following
URL:https://eservices.nsdl.com either on a Personal Computer or on a
mobile. Once the home page of e-Services is launched, click on the
“Beneficial Owner” icon under “Login” which is available under ‘IDeAS’
section. A new screen will open. You will have to enter your User ID and
Password. After successful authentication, you will be able to see e-
Voting 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 nameBIGSHAREand you will be re-directed to
i-Votewebsite for casting your vote during the remote e-Voting period.
If the user is not registered for IDeAS e-Services, option to register is
available athttps://eservices.nsdl.com.Select “Register Online for
IDeAS
“Portal
or
click
at
https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
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 homepage of e-Votingsystem is

YASHO INDUSTRIES LIMITED

REGISTERED OFFICE: Office No. 101/102, Peninsula Heights, C.D Barfiwala Marg, Juhu lane, Andheri (West), Mumbai – 400058, India TEL: +91 22 62510100; FAX: +91 22 62510199; E-Mail: [email protected]; CIN No: L74110MH1985PLC037900

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 e-Voting service provider name BIGSHARE and you will be redirected to i-Vote website for casting your vote during the remote e- Voting period.

4) For OTP based login you can click on https://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 with all e-Voting Service Providers. Click on BIGSHARE and you will be re-directed to i-vote (E-voting website) for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

Individual You can also login using the login credentials of your demat account through Shareholders your Depository Participant registered with NSDL/CDSL for e-Voting (holding securities facility. After Successful login, you will be able to see e-Voting option. Once in demat mode) you click on e-Voting option, you will be redirected to NSDL/CDSL login through their Depository site after successful authentication, wherein you can see e-Voting Depository feature. Click on company name or e-Voting service provider name and you Participants will be redirected to e-Voting service provider website 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. CDSL and NSDL

**Login type ** Helpdesk details
Individual Shareholders holding
securities in Demat mode withCDSL
Members facing any technical issue in login can contact
CDSL
helpdesk
by
sending
a
request
at
[email protected] contact at toll free
No. 1800 22 55 33.
Individual Shareholders holding
securities in Demat mode withNSDL
Members facing any technical issue in login can contact
NSDL
helpdesk
by
sending
a
request
at
[email protected] or call at 022- 48867000.

YASHO INDUSTRIES LIMITED

REGISTERED OFFICE: Office No. 101/102, Peninsula Heights, C.D Barfiwala Marg, Juhu lane, Andheri (West), Mumbai – 400058, India TEL: +91 22 62510100; FAX: +91 22 62510199; E-Mail: [email protected]; CIN No: L74110MH1985PLC037900

2. Login method for e-Voting for shareholder other than individual shareholders holding shares in Demat mode & physical mode is given below:

  • You are requested to launch the URL on internet browser: https://ivote.bigshareonline.com

  • Click on “ LOGIN ” button under the ‘ INVESTOR LOGIN ’ section to Login on E-Voting Platform.

  • Please enter you ‘ USER ID’ (User id description is given below) and ‘ PASSWORD’ which is shared separately on you register email id.

    • Shareholders holding shares in CDSL demat account should enter 16 Digit Beneficiary ID as user id.

    • Shareholders holding shares in NSDL demat account should enter 8 Character DP ID followed by 8 Digit Client ID as user id.

    • Shareholders holding shares in physical form should enter Event No + Folio Number registered with the Company as user id.

Note If you have not received any user id or password please email from your registered email id or contact i-vote helpdesk team. (Email id and contact number are mentioned in helpdesk section).

  • Click on I AM NOT A ROBOT (CAPTCHA) option and login.

NOTE : If Shareholders are holding shares in demat form and have registered on to e-Voting system of https://ivote.bigshareonline.com and/or voted on an earlier event of any company then they can use their existing user id and password to login.

  • If you have forgotten the password: Click on ‘LOGIN’ under ‘INVESTOR LOGIN’ tab and then Click on ‘Forgot your password?

  • Enter “User ID” and “Registered email ID” Click on I AM NOT A ROBOT (CAPTCHA) option and click on ‘Reset’.

(In case a shareholder is having valid email address, Password will be sent to his / her registered e-mail address).

Voting method for shareholders on i-Vote E-voting portal:

  • After successful login, Bigshare E-voting system page will appear.

  • Click on “ VIEW EVENT DETAILS (CURRENT) ” under ‘ EVENTS ’ option on investor portal.

  • Select event for which you are desire to vote under the dropdown option.

  • Click on “VOTE NOW” option which is appearing on the right hand side top corner of the page.

  • Cast your vote by selecting an appropriate option “ IN FAVOUR ”, “ NOT IN FAVOUR ” or “ ABSTAIN ” and click on “ SUBMIT VOTE ”. A confirmation box will be displayed. Click “ OK ” to confirm, else “ CANCEL ” to modify. Once you confirm, you will not be allowed to modify your vote.

  • Once you confirm the vote you will receive confirmation message on display screen and also you will receive an email on your registered email id. During the voting period, members can login any number of times till they have voted on the resolution(s). Once vote on a resolution is casted, it cannot be changed subsequently.

YASHO INDUSTRIES LIMITED

REGISTERED OFFICE: Office No. 101/102, Peninsula Heights, C.D Barfiwala Marg, Juhu lane, Andheri (West), Mumbai – 400058, India TEL: +91 22 62510100; FAX: +91 22 62510199; E-Mail: [email protected]; CIN No: L74110MH1985PLC037900

  • Shareholder can “ CHANGE PASSWORD ” or “ VIEW/UPDATE PROFILE ” under “ PROFILE option on investor portal.

3. Custodian registration process for i-Vote E-Voting Website:

  • You are requested to launch the URL on internet browser: https://ivote.bigshareonline.com

  • Click on “ REGISTER ” under “ CUSTODIAN LOGIN ”, to register yourself on Bigshare i-Vote e-Voting Platform.

  • Enter all required details and submit.

  • After Successful registration, message will be displayed with “User id and password will be sent via email on your registered email id” .

    • NOTE : If Custodian have registered on to e-Voting system of https://ivote.bigshareonline.com and/or voted on an earlier event of any company then they can use their existing user id and password to login.
  • If you have forgotten the password: Click on ‘ LOGIN ’ under ‘ CUSTODIAN LOGIN ’ tab and further Click on ‘ Forgot your password ?

  • Enter “ User ID” and “ Registered email ID ” Click on I AM NOT A ROBOT (CAPTCHA) option and click on ‘ RESET .

    • (In case a custodian is having valid email address, Password will be sent to his / her registered e-mail address).

Voting method for Custodian on i-Vote E-voting portal:

  • After successful login, Bigshare E-voting system page will appear.

Investor Mapping:

  • First you need to map the investor with your user ID under “ DOCUMENTS ” option on custodian portal.

  • Click on “ DOCUMENT TYPE ” dropdown option and select document type power of attorney (POA).

  • Click on upload document “ CHOOSE FILE ” and upload power of attorney (POA) or board resolution for respective investor and click on “ UPLOAD ”.

    • Note : The power of attorney (POA) or board resolution has to be named as the “ InvestorID.pdf ” (Mention Demat account number as Investor ID.)
  • Your investor is now mapped and you can check the file status on display.

Investor vote File Upload:

  • To cast your vote select “ VOTE FILE UPLOAD ” option from left hand side menu on custodian portal.

  • Select the Event under dropdown option.

  • Download sample voting file and enter relevant details as required and upload the same file under upload document option by clicking on “ UPLOAD ”. Confirmation message will be displayed on the screen and also you can check the file status on display (Once vote on a resolution is casted, it cannot be changed subsequently).

  • Custodian can “ CHANGE PASSWORD ” or “ VIEW/UPDATE PROFILE ” under “ PROFILE ” option on custodian portal.

YASHO INDUSTRIES LIMITED

REGISTERED OFFICE: Office No. 101/102, Peninsula Heights, C.D Barfiwala Marg, Juhu lane, Andheri (West), Mumbai – 400058, India TEL: +91 22 62510100; FAX: +91 22 62510199; E-Mail: [email protected]; CIN No: L74110MH1985PLC037900

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YASHO INDUSTRIES LIMITED

REGISTERED OFFICE: Office No. 101/102, Peninsula Heights, C.D Barfiwala Marg, Juhu lane, Andheri (West), Mumbai – 400058,

India TEL: +91 22 62510100; FAX: +91 22 62510199; E-Mail: [email protected]; CIN No: L74110MH1985PLC037900

EXPLANATORY STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013 AND ADDITIONAL INFORMATION AS PER SCHEDULE IV OF THE ACT AND SS-2 ISSUED BY ICSI

The following Statement sets out all material facts relating to the Special Business proposed in this Postal Ballot Notice:

Item No. 1:

Pursuant to Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’), the Company has received a request letter dated October 27, 2025 , from Mr. Rajanikant Desai, Mrs. Kalpana Desai, and Rajanikant Desai HUF (collectively referred to as the “Outgoing Promoter Group Shareholders”), forming part of the Promoter Group of the Company, seeking reclassification of their status from “Promoter Group Shareholder” to “Public Shareholder”, a copy of which is placed before the Board.

The Board of Directors vide resolution passed at the meeting dated November 06, 2025, took note of above application and granted their consent to proceed with the process of reclassification of status of abovementioned “Outgoing Promoter Group Shareholders” from “Promoter Group Shareholder” to “Public Shareholder” subject to necessary approvals from the stock exchanges where the shares of the Company are listed and further subject to approval of shareholders of the Company and other appropriate statutory authorities, as may be necessary.

Accordingly, the Company made an application with the Stock Exchanges on November 11, 2025 and in response to the Company’s application to the Stock Exchanges on December 12, 2025, the Company received No Objection from the BSE Limited (BSE) vide letter bearing Ref No. LIST/COMP/KR/611/2025-26 dated December 12, 2025, and National Stock Exchange of India Limited (NSE) vide letter bearing Ref. No. NSE/LIST/COMP/YASHO/535/2025-2026 dated December 12, 2025 respectively for reclassification of “Outgoing Promoter Group Shareholders” from “Promoter Group Shareholder” to “Public Shareholder”.

Details of Outgoing Promoter Group Shareholders are as follows:

Sr. No. Name No. of shares held % of shareholding
1
Mr. Rajanikant Desai
2,930 0.02
2
Mrs. Kalpana Desai
2,200 0.02
3
Rajanikant Desai HUF
4,900 0.04
Total 10,030 0.08

Vide the application the Outgoing Promoter Group Shareholders has confirmed that they:

  • a. Do not hold more than 10% of the fully paid-up equity share capital and voting capital of the Company.

  • b. Do not exercise control over the affairs of the listed entity directly or indirectly.

  • c. Do not have any special rights through formal or informal agreements, and any such agreements granting special rights shall be terminated.

  • d. Are not represented on the Board of Directors (including as a nominee director) of the Company.

  • e. Do not act as key managerial personnel in the Company.

YASHO INDUSTRIES LIMITED

REGISTERED OFFICE: Office No. 101/102, Peninsula Heights, C.D Barfiwala Marg, Juhu lane, Andheri (West), Mumbai – 400058, India TEL: +91 22 62510100; FAX: +91 22 62510199; E-Mail: [email protected]; CIN No: L74110MH1985PLC037900

and that they shall, at all times from the date of such reclassification, continue to comply with the conditions mentioned in Regulation 31A of the SEBI Listing Regulations , post reclassification from “Promoter & Promoter Group” to “Public”.

Further, the Outgoing Promoter Group Shareholders have also confirmed that they are neither a ‘wilful defaulter’ as per the Reserve Bank of India Guidelines nor a fugitive economic offender.

Further, board confirms that the Company post this reclassification:

  • a. will be compliant with the requirement for minimum public shareholding as required under Regulation 38 of SEBI Listing Regulations;

  • b. Trading in Company’s shares has not been suspended by stock exchanges and

  • c. The Company does not have any outstanding dues to the Securities and Exchange Board of India, the stock exchanges or depositories.

In accordance with Regulation 31A of the SEBI Listing Regulations , the Board recommends the resolution set out at Item No. 1 of the Notice for approval by the Members by way of an Ordinary Resolution.

None of the Directors or Key Managerial Personnel of the Company or their relatives are interested or concerned, financially or otherwise, in the resolution.

In accordance with the requirements of Regulation 31A(3) (a) (iii) of SEBI Listing Regulations, the members of Promoter/ Promoter Group seeking re-classification as aforesaid and persons related to them shall not vote to approve such re-classification request.

By Order of the Board, For Yasho Industries Limited Sd/Parag Vinod Jhaveri Managing Director and CEO DIN: 01257685

Registered Office: Office No. 101/102 Peninsula Heights, CD Barfiwala Marg, Juhu Lane, Andheri (West), Mumbai - 400058 Email – [email protected] CIN: L74110MH1985PLC037900

Date: January 04, 2026 Place: Mumbai

YASHO INDUSTRIES LIMITED

REGISTERED OFFICE: Office No. 101/102, Peninsula Heights, C.D Barfiwala Marg, Juhu lane, Andheri (West), Mumbai – 400058, India TEL: +91 22 62510100; FAX: +91 22 62510199; E-Mail: [email protected]; CIN No: L74110MH1985PLC037900