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

Art Nirman Limited

Meeting Details

The 15th Annual General Meeting was held on September 26, 2026, at 04:30 P.M. at Club Babylon, S P Road, Nr. Science City Circle, Bhadaj, Ahmedabad - 380060, Gujarat, India.

Proposed Resolutions and Implications

The following eight resolutions were proposed and voted upon:

1. Ordinary Resolution: Adoption of Audited Financial Statements for the financial year ended on March 31, 2026

2. Ordinary Resolution: Re-appointment of Mr. Piyushkumar Thakkar (DIN: 07555460), Director Retiring by Rotation

3. Special Resolution: Approval of loans, investments, guarantee or security up to ₹300 Crores under Section 185 of Companies Act, 2013

4. Special Resolution: Approval for increase in limits for making investments/extending loans and giving guarantees or providing securities up to ₹300 crores to Persons/Bodies Corporate under Section 186 of the Companies Act, 2013

5. Special Resolution: Approval for borrowing money in excess of paid-up share capital and free reserves and securities premium up to ₹300 Crores under Section 180(1)(c) of the Companies Act, 2013

6. Ordinary Resolution: Approval of Material Related Party Transaction(s) under Regulation 23 of SEBI LODR Regulation, 2015

7. Ordinary Resolution: Regularization of Mr. Ronak Mehta (DIN: 10525257) as an Independent Non-Executive Director

8. Ordinary Resolution: Regularization of Ms. Pooja Shah (DIN: 10851564) as an Independent Non-Executive Director

Voting Process and Methods

The voting was conducted through two methods:

  • Remote e-voting: Available through CDSL platform from September 23, 2026 (9:00 AM) to September 25, 2026 (5:00 PM)
  • Physical ballot voting: Conducted at the AGM venue for shareholders present who had not voted remotely

The cut-off date for determining shareholder eligibility was September 18, 2026.

Key Voting Outcomes

Overall Voting Statistics:

  • Total members voted: 31 (10 via physical polling, 21 via e-voting)
  • Total votes cast: 18,562,812 (18,420,062 via polling papers, 142,750 via e-voting)
  • Invalid votes: 1 ballot paper found invalid
  • Total valid votes: 18,562,812 (100% of votes cast)

Resolution-wise Results:

1. Item No. 1 - Adoption of Financial Statements:

  • Assent: 18,547,507 votes (100%)
  • Abstain: 15,305 votes (0.08%)
  • RESOLUTION PASSED

2. Item No. 2 - Re-appointment of Director:

  • Assent: 17,692,811 votes (95.31%)
  • Abstain: 870,001 votes (4.69%)
  • RESOLUTION PASSED

3. Item No. 3 - Section 185 Approval:

  • Assent: 18,562,812 votes (100%)
  • RESOLUTION PASSED

4. Item No. 4 - Section 186 Approval:

  • Assent: 18,562,812 votes (100%)
  • RESOLUTION PASSED

5. Item No. 5 - Borrowing Limits:

  • Assent: 18,562,812 votes (100%)
  • RESOLUTION PASSED

6. Item No. 6 - Related Party Transactions:

  • After removing 3 invalid votes representing 18,403,997 votes
  • Valid votes: 158,815
  • Assent: 158,815 votes (100%)
  • RESOLUTION PASSED

7. Item No. 7 - Director Regularization (Ronak Mehta):

  • Assent: 18,562,812 votes (100%)
  • RESOLUTION PASSED

8. Item No. 8 - Director Regularization (Pooja Shah):

  • Assent: 18,562,812 votes (100%)
  • RESOLUTION PASSED

Scrutinizer's Role and Findings

Mr. Yash Mehta, Practicing Company Secretary (FCS: 12143, COP: 16535), was appointed as Scrutinizer. His responsibilities included:

  • Scrutinizing both remote e-voting and physical voting processes
  • Counting physical ballot papers first, then unblocking e-votes on September 26, 2026, at 06:06 PM
  • Conducting the vote counting in the presence of two witnesses: Ms. Krishna Bhavsar and Ms. Diya Khakhkhar (not company employees)
  • Maintaining all voting records until minutes are approved by the Chairman

The scrutinizer confirmed the voting was conducted in a fair and transparent manner.

Compliance with Regulations

The report confirms compliance with:

  • Sections 108 and 109 of the Companies Act, 2013
  • Rules 20 and 21 of the Companies (Management and Administration) Rules, 2014
  • Regulation 44(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Additional Information

  • Notice of AGM was dispatched by email on September 04, 2026, to members registered with email IDs
  • Notice was published on company website (https://artnirman.com/) and CDSL website
  • Newspaper advertisements were published in Financial Express (Gujarati and English) on September 07, 2026
  • The company's CIN is L45200GJ2011PLC064107