Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

ARSS Infrastructure Projects Limited

Meeting Details

  • Date of Meeting: Tuesday, 29th September, 2026
  • Time: 11:00 a.m. to 11:27 a.m. IST
  • Location: Held through Video Conferencing/Other Audio Visual Means
  • Type of Meeting: 26th Annual General Meeting
  • Record Date: 22nd September, 2026

Proposed Resolutions and Implications

The AGM considered six resolutions:

Ordinary Business:

1. Adoption of Audited Standalone and Consolidated Financial Statements for FY 2025-26

2. Appointment of Mr. Dipti Ranjan Patnaik (DIN: 00600887) who retires by rotation

3. Appointment of M/s A D V & Co. LLP, Chartered Accountants (Firm Registration No. 003467N/N500463) as Statutory Auditors

Special Business:

4. Ratification of remuneration payable to the Cost Auditor

5. Alteration and adoption of a new set of Articles of Association

6. Change in designation of Mr. Dipti Ranjan Patnaik from Chairman to Chairman and Managing Director (CMD) with approval of remuneration (attained age 77 years)

Voting Process and Methods

The voting was conducted through:

  • Remote e-voting via NSDL platform from September 25, 2026 (9:00 a.m.) to September 28, 2026 (5:00 p.m.)
  • E-voting during AGM from 11:12 a.m. to 11:27 a.m. on September 29, 2026
  • No physical ballot or postal ballot was conducted

Key Voting Outcomes

Overall Participation:

  • Total shareholders on record date: 14,033
  • Shareholders attended meeting: 35 through video conference
  • Total votes cast: 2,001,461 shares (2.2209% of outstanding shares)

Resolution-wise Results:

Resolution 1 (Adoption of Financial Statements):

  • Total votes: 2,001,461
  • In favor: 2,001,346 (99.9943%)
  • Against: 115 (0.0057%)
  • Passed: Yes

Resolution 2 (Appointment of Director):

  • Total votes: 2,001,461
  • In favor: 2,001,346 (99.9943%)
  • Against: 115 (0.0057%)
  • Passed: Yes

Resolution 3 (Appointment of Statutory Auditors):

  • Total votes: 2,001,461
  • In favor: 2,001,346 (99.9943%)
  • Against: 115 (0.0057%)
  • Passed: Yes

Resolution 4 (Ratification of Cost Auditor Remuneration):

  • Total votes: 2,001,461
  • In favor: 2,001,346 (99.9943%)
  • Against: 115 (0.0057%)
  • Passed: Yes

Resolution 5 (Alteration of Articles of Association):

  • Total votes: 2,001,461
  • In favor: 2,001,346 (99.9943%)
  • Against: 115 (0.0057%)
  • Passed: Yes

Resolution 6 (Change in Designation and Remuneration):

  • Total votes: 2,001,461
  • In favor: 2,001,296 (99.9918%)
  • Against: 165 (0.0082%)
  • Passed: Yes

Shareholder Category Breakdown:

  • Promoter and Promoter Group: 76,500,000 shares (0 votes cast, 0% participation)
  • Public Institutions: 1,508,700 shares (0 votes cast, 0% participation)
  • Public Non-Institutions: 12,109,798 shares (2,001,461 votes cast, 16.5276% participation)

Scrutinizer's Role and Findings

Scrutinizer Details:

  • Name: Jyotirmoy Mishra
  • Firm: Sunita Mohanty & Associates
  • Qualification: CS
  • Membership Number: 6556
  • Appointment Date: 14th August, 2026
  • Report Date: 29th September, 2026

The scrutinizer verified the e-voting process through NSDL and confirmed:

  • Remote e-voting period: September 25-28, 2026
  • E-voting at AGM: September 29, 2026 (11:12 a.m. - 11:27 a.m.)
  • Votes were unblocked at 11:57 a.m. in presence of two witnesses
  • No invalid votes were recorded
  • All resolutions passed with requisite majority

Compliance Confirmation

The company confirmed compliance with:

  • Companies Act, 2013
  • Companies (Management and Administration) Rules, 2014
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • MCA and SEBI circulars regarding e-voting and virtual meetings

Additional Information

  • The statutory registers were available electronically for inspection via NSDL e-voting system
  • The reports of Statutory Auditors contained qualifications, while Secretarial Auditor report had no qualifications
  • The meeting had 35 attendees through video conference
  • All voting results are available on company website (www.arssgroup.in) and NSDL website (https://www.evoting.nsdl.com/)