Board approves MoA object clause alteration; 2 Independent Director appointments go to postal ballot
Board meeting on Oct 15, 2026 approved an alteration to the object clause of the Memorandum of Association, subject to shareholder approval.
By ScoutQuest · · 4 min read
- Board meeting date
- Oct 15, 2026
- Remote e-voting period
- Oct 17, 2026 (9:00 A.M. IST) to Nov 15, 2026 (5:00 P.M. IST)
- Declaration of results
- on or before Nov 17, 2026
Board meeting outcome: what was approved
Jain Resource Recycling Limited's Board of Directors met on Thursday, October 15, 2026. The meeting commenced at 01:00 PM (IST) and concluded at 2:15 PM (IST). The Board approved two main items: an alteration of the object clause of the Memorandum of Association, and a revised Postal Ballot Notice seeking member approval for three matters by special resolution through remote e-voting.
What the object clause change says
- The Board approved altering the object clause of the Memorandum of Association, subject to the approval of the shareholders. That approval is being sought through a postal ballot.
- The existing sub-clause 4 of Clause III(A) reads: "Exporting, Importing & Trading of Ferrous and Non-ferrous metals and Non-metallic materials including their scrap." This is proposed to be substituted.
- The proposed sub-clause 4 widens the stated business to importing, exporting, buying, selling, purchasing, reselling, trading, exchanging, processing, treating, refining, beneficiating, recovering, recycling, sorting, grading, cutting, crushing, melting, smelting, casting, fabricating, manufacturing and otherwise dealing in ferrous and non-ferrous metals, alloys, metallic and non-metallic materials, ores, minerals, concentrates, scrap, waste and by-products, in raw, semi-processed or finished form.
- It also adds prospecting, exploration, extraction, mining, quarrying, excavation, winning, raising, processing, beneficiation, transportation, storage, handling, distribution, marketing and sale of coal and other minerals, mineral products and natural resources, including establishing, acquiring, operating and maintaining mines, quarries, mineral processing facilities, yards and depots.
- Two new sub-clauses, 9 and 10, are to be inserted after the existing sub-clause 8 of Clause III(A).
- New sub-clause 9 covers manufacturing, designing, developing, assembling, fabricating, importing, exporting, selling, supplying, distributing, installing, commissioning, operating, leasing, renting, hiring, licensing, maintaining, repairing, refurbishing, upgrading and servicing machinery, machines, equipment, apparatus, appliances, automated systems and technology, including complete, semi-knocked down (SKD) and completely knocked down (CKD) machines, vending machines, automated retail and dispensing machines, self-service kiosks, smart lockers, automated vending and distribution systems, point-of-sale terminals and payment devices. It also covers software platforms, applications, Internet of Things (IoT) solutions, telemetry, remote monitoring, inventory management, cashless and digital payment systems, customer interfaces and data analytics, along with related consultancy, project management, logistics, warehousing and after-sales services and dealership, distributorship, franchise and licensing arrangements.
- New sub-clause 10 covers buying, selling, reselling, trading, importing, exporting, distributing, supplying, marketing, wholesaling, retailing, stocking, warehousing and otherwise dealing in movable goods and merchandise of every kind, in India or abroad. The listed categories include agricultural and food commodities; metals, alloys, minerals, ores, coal and scrap; chemicals; furniture, furnishings, clothes, garments, textiles, fabrics, bags, luggage and footwear; bottles, containers and packaging materials; plastics; electronic gadgets, electrical and electronic goods, devices, instruments, accessories and components; automobile components; machinery, vending machines, tools, equipment, hardware, building and construction materials, industrial supplies and consumer goods, among others. It also covers acting as manufacturers, processors, assemblers, dealers, distributors, stockists, wholesalers, retailers, agents and franchisees, and setting up and running trading, distribution, storage, logistics, e-commerce and other sales channels.
What members will vote on
- Appointment of Mr. Prakash Kumar Behera (DIN: 11878579) as an Independent Director. He was appointed by the Board on August 22, 2026 to fill the casual vacancy caused by the resignation of Mr. Kandaswamy Paramasivan (DIN: 10918218), Independent Director.
- Appointment of Ms. Kajal Mayur Saiya (DIN: 11319429) as an Independent Director. She was appointed by the Board on August 22, 2026 to fill the casual vacancy caused by the resignation of Ms. Revathi Raghunathan (DIN: 01254043), Independent Director.
- Alteration of Clause III(A) - Main Objects of the Memorandum of Association by substitution of existing sub-clause 4 and insertion of new sub-clauses 9 and 10.
All three are placed before members as special resolutions through remote e-voting.
The postal ballot schedule
- Cut-off date for determining eligible members: Friday, October 9, 2026.
- Commencement of remote e-voting: Saturday, October 17, 2026 at 9:00 A.M. (IST).
- Conclusion of remote e-voting: Sunday, November 15, 2026 at 5:00 P.M. (IST).
- Declaration of results: on or before Tuesday, November 17, 2026.
The postal ballot notice will be dispatched separately to members and will also be available on the websites of BSE and NSE and on the company's website.
How to read this
- The two items are different in nature. The director appointments settle the composition of the board after two Independent Directors resigned, and the Board had already filled those casual vacancies on August 22, 2026. Members are now being asked to approve those appointments by special resolution.
- The object clause change is a widening of the company's stated business scope. It enables a much broader set of activities than the current wording, covering recycling and processing of metals and minerals, coal and mining-related activities, machinery and automated vending or dispensing equipment, software, IoT and digital payment-linked systems, and general trading in a wide range of goods in India and abroad.
- The alteration is subject to shareholder approval, so it takes effect only if members pass the special resolution.
- The outcome of the postal ballot, and how the company uses the widened objects, are the two things members can track from here.
Also from Jain Resource Recycling
Corporate guarantee of Rs. 150 Crore for wholly owned subsidiary's bank credit facilities
16 Oct 2026
Board approves alteration of objects clause of MoA; revised postal ballot for two independent director appointments
15 Oct 2026
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