Regulation 44 Disclosure: Scrutinizer's Report and Voting Results for 51st AGM

Meeting Details

  • Meeting Type: 51st Annual General Meeting
  • Date: Wednesday, September 23, 2026
  • Time: Commenced at 04:00 PM IST, concluded at 04:37 PM IST
  • Location: Conducted entirely through Video Conferencing (VC)/Other Audio Visual Means (OAVM) without physical presence of members
  • Cut-off Date: Wednesday, September 16, 2026 (for shareholder eligibility)

Proposed Resolutions and Implications

The AGM considered and approved nine resolutions:

Ordinary Business:

1. Resolution 1: Adoption of Audited Standalone Financial Statements for FY ended March 31, 2026, with Reports of Board of Directors and Statutory Auditors

2. Resolution 2: Adoption of Audited Consolidated Financial Statements for FY ended March 31, 2026, with Report of Statutory Auditors

3. Resolution 3: Declaration of dividend on equity shares for FY 2025-26 as recommended by Board of Directors

4. Resolution 4: Re-appointment of Mr. Yashvardhan Ruia (DIN: 00364888) as Executive Director who retired by rotation

Special Business:

5. Resolution 5: Approval of remuneration to Mr. Hemant Kumar Ruia (DIN: 00029410), Chairman & Managing Director, for remainder of tenure (April 1, 2027 to March 31, 2029)

6. Resolution 6: Approval of revision of remuneration to Mr. Hemant Kumar Ruia for FY 2026-27

7. Resolution 7: Approval of revision of remuneration to Mr. Yashvardhan Ruia for two years (June 1, 2026 to May 31, 2028)

8. Resolution 8: Ratification of remuneration payable to Cost Auditors for FY ending March 31, 2027

9. Resolution 9: Invitation/Acceptance/Renewal of Unsecured Deposits from Members of the Company

Voting Process and Methods

The Company provided two voting mechanisms:

1. Remote E-voting: Available through MUFG Intime India Private Limited from September 20, 2026 (9:00 AM) to September 22, 2026 (5:00 PM)

2. E-voting at AGM: Available for members present at the VC/OAVM meeting who had not voted remotely

The Company appointed Mr. Shreyas Athavale, Proprietor of M/s. Shreyas Athavale & Co., Practising Company Secretaries, as Scrutinizer to oversee the voting process.

Key Voting Outcomes

Overall Participation:

  • Total shareholders on record date: 9,577
  • Total votes cast: 40,448,958 shares (73.5168% of total shareholding)
  • All resolutions passed with 100% approval rate
  • No votes against any resolution
  • No invalid votes
  • No abstained votes

Resolution-wise Results:

Resolution 1 (Standalone Financials):

  • Total votes: 40,448,958 shares (100% approval)
  • Promoter & Promoter Group: 40,257,050 shares (100% voted in favor)
  • Public Institutions: 19,1908 shares (100% voted in favor)

Resolution 2 (Consolidated Financials):

  • Total votes: 40,448,958 shares (100% approval)
  • Promoter & Promoter Group: 40,257,050 shares (100% voted in favor)
  • Public Institutions: 19,1908 shares (100% voted in favor)

Resolution 3 (Dividend Declaration):

  • Total votes: 40,448,958 shares (100% approval)
  • Promoter & Promoter Group: 40,257,050 shares (100% voted in favor)
  • Public Institutions: 19,1908 shares (100% voted in favor)

Resolution 4 (Re-appointment of Yashvardhan Ruia):

  • Total votes: 40,448,158 shares (100% approval)
  • Promoter & Promoter Group: 40,257,050 shares (100% voted in favor)
  • Public Institutions: 19,1108 shares (100% voted in favor)

Resolution 5 (Remuneration - Hemant Ruia remainder tenure):

  • Total votes: 40,448,158 shares (100% approval)
  • Promoter & Promoter Group: 40,257,050 shares (100% voted in favor)
  • Public Institutions: 19,1108 shares (100% voted in favor)

Resolution 6 (Remuneration Revision - Hemant Ruia FY27):

  • Total votes: 40,448,158 shares (100% approval)
  • Promoter & Promoter Group: 40,257,050 shares (100% voted in favor)
  • Public Institutions: 19,1108 shares (100% voted in favor)

Resolution 7 (Remuneration Revision - Yashvardhan Ruia):

  • Total votes: 40,448,158 shares (100% approval)
  • Promoter & Promoter Group: 40,257,050 shares (100% voted in favor)
  • Public Institutions: 19,1108 shares (100% voted in favor)

Resolution 8 (Cost Auditor Remuneration):

  • Total votes: 40,448,158 shares (100% approval)
  • Promoter & Promoter Group: 40,257,050 shares (100% voted in favor)
  • Public Institutions: 19,1108 shares (100% voted in favor)

Resolution 9 (Unsecured Deposits):

  • Total votes: 40,448,958 shares (100% approval)
  • Promoter & Promoter Group: 40,257,050 shares (100% voted in favor)
  • Public Institutions: 19,1908 shares (100% voted in favor)

Scrutinizer's Role and Findings

Mr. Shreyas Athavale was appointed to scrutinize both remote e-voting and e-voting during the AGM. His responsibilities included:

  • Ensuring fair and transparent vote counting
  • Consolidating results from both voting methods
  • Maintaining all voting records until handed over to the Chairman

The Scrutinizer confirmed that all resolutions were passed with the requisite majority and that the voting process complied with all regulatory requirements.

Compliance Confirmation

The voting process was conducted in compliance with:

  • Companies Act, 2013 and Rules thereunder
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • MCA Circulars (General Circular Nos. 14/2020, 17/2020, 20/2020, and 03/2025)
  • Secretarial Standard-2 on General Meetings

Additional Information

  • The Scrutinizer's Report and Voting Results are available on the company website (https://www.amines.com/outcome-of-AGM.html) and MUFG Intime India Pvt. Ltd. website (https://instavote.linkintime.co.in/)
  • The meeting attendance included 5 promoters and 42 public shareholders through video conferencing
  • Total share capital as of record date: 55,020,000 shares
  • Promoter & Promoter Group holding: 40,257,050 shares (73.18%)
  • Public holding: 14,762,950 shares (26.82%)