Key Resolutions and Voting Results

All five resolutions set out in the Notice of Postal Ballot dated 27th April, 2026 were approved by shareholders with requisite majority through remote e-voting concluded on 6th June, 2026. The results were declared on 8th June, 2026 at 12:30 PM at the company's registered office in Kolkata.

Resolution Details:

1. Appointment of Mr. Ram Babu Kabra (DIN: 00021886) as Non-Executive Non-Independent Director (Special Resolution)

  • Total shares voted: 4,11,34,941 (63.58% of outstanding shares)
  • Votes in favor: 4,11,15,282 (99.95% of votes polled)
  • Votes against: 19,659 (0.05% of votes polled)

2. Approval for payment of consultancy fee to Mr. Ram Babu Kabra (Ordinary Resolution)

  • Total shares voted: 4,11,34,961 (63.58% of outstanding shares)
  • Votes in favor: 4,04,39,362 (98.31% of votes polled)
  • Votes against: 6,95,599 (1.69% of votes polled)

3. Appointment of Mr. Sushil Kumar Roongta (DIN: 00309302) as Non-Executive Independent Director (Special Resolution)

  • Total shares voted: 4,11,34,961 (63.58% of outstanding shares)
  • Votes in favor: 4,06,19,918 (98.75% of votes polled)
  • Votes against: 5,15,043 (1.25% of votes polled)

4. Re-appointment of Mr. Sandip Somany as Chairman and Managing Director and remuneration payable (Special Resolution)

  • Total shares voted: 4,11,34,961 (63.58% of outstanding shares)
  • Votes in favor: 4,05,02,388 (98.46% of votes polled)
  • Votes against: 6,32,573 (1.54% of votes polled)

5. Remuneration by way of Commission to Directors (Other than Managing Directors) (Special Resolution)

  • Total shares voted: 4,11,34,961 (63.58% of outstanding shares)
  • Votes in favor: 4,11,31,147 (99.99% of votes polled)
  • Votes against: 3,814 (0.01% of votes polled)

Shareholding and Participation Details

  • Total number of shareholders on record date (1st May, 2026): 63,047
  • Total paid-up equity shares: 6,46,97,381 shares of ₹2 each
  • Number of shareholders participating: 253
  • Total shares voted: 4,11,34,961 (63.58% of total share capital)
  • The promoter and promoter group held 3,90,72,819 shares and voted 100% of their holding in favor of all resolutions

Scrutinizer's Report

Mr. Pravin Kumar Drolia, Practicing Company Secretary, was appointed as Scrutinizer by the Board of Directors on 27th April, 2026. His report dated 8th June, 2026 confirmed:

  • The postal ballot notice was dispatched electronically on 7th May, 2026
  • Public notices were published in "Financial Express, Kolkata" and "Ekdin, Kolkata" on 8th May, 2026
  • Remote e-voting was conducted through CDSL from 8th May, 2026 (9:00 AM) to 6th June, 2026 (5:00 PM)
  • The e-voting system was unlocked on 6th June, 2026 at 5:00 PM in the presence of witnesses Mr. Naveen Saraf and Mr. Anirudh Saraf
  • All resolutions were passed with requisite majority