In his resignation letter, independent director Dega expressed a view that the company is not compliant with certain statutory provisions
Ice-cream maker Vadilal Industries stated that independent director Shivakumar Dega has resigned from the Board, citing concerns over alleged statutory non-compliance, including payment of wages below the legal minimum.
In an exchange filing, the company confirmed Dega’s resignation and said it had initiated a review of compliance with relevant statutory provisions. The Board said it remains committed to “the highest standards of governance and compliance” and has constituted a dedicated sub-committee to review the matter.
In his resignation letter, Dega expressed a view, inter alia, that the company is not compliant with certain statutory provisions.
“In the many decisions over the last ten months, I have had differences on two decisions- the issues of hiring a high-cost CEO which I felt was not in line with the cost structure and the need for a professional COO. In addition, there is another significant issue of not paying minimum wages to the workmen by the company,” he wrote in his resignation letter.
He added that the board has not acted in the interests of all shareholders and the factory workers. The company is trying to find ways to stretch this liability over two to four years since the money value hit is significant, he noted, while pointing out that the company has tried to club it with the new labour code of November 2025 which is wrong since they are two separate issues.
Vadilal said it had initiated an assessment of compliance with the relevant statutory provisions prior to receiving the resignation letter and reiterated that the Board remains committed to maintaining the highest standards of governance and compliance. Taking note of the observations, the Board and Independent Directors have constituted a dedicated sub-committee to review compliance with the relevant statute and are in the process of appointing independent advisors to accelerate and facilitate the ongoing review.
As part of the additional disclosures required in case of resignation of an Independent Director, the company enclosed the resignation letter and confirmed that Dega has stated there are no other material reasons for his resignation apart from those mentioned in his letter dated 17 February 2026.
