Meeting Details

The 77th Annual General Meeting of the Members of Ashok Leyland Limited was held on Friday, August 14, 2026 at 02:30 p.m. Indian Standard Time (IST). The meeting was conducted through Video Conferencing / Other Audio-Visual Means (VC/OAVM).

Proposed Resolutions and Implications

Seven ordinary resolutions were proposed for shareholder approval:

1. To receive, consider and adopt: a) the Audited Standalone Financial Statements for FY ended March 31, 2026 with Reports of Board and Auditors; and b) Audited Consolidated Financial Statements for FY ended March 31, 2026 with Auditor's Report.

2. Confirmation of 1st Interim dividend of Re.1 per equity share and 2nd interim dividend of Rs.2.50 per equity share and consideration of the same as final dividend for FY ended March 31, 2026.

3. To appoint a director in place of Mr. Shom Ashok Hinduja (DIN: 07128441) who retires by rotation and offers himself for re-appointment.

4. To ratify payment of remuneration to Messers. Geeyes & Co., Cost & Management Accountants (Firm Registration No. 000044) for FY ended March 31, 2026.

5. To pay commission to Non-Executive Directors for a period of five years, commencing from FY 2026-27.

6. To reappoint Mr. Dheeraj G Hinduja (DIN: 00133410) as Executive Chairman (Whole-time) for three years from November 26, 2026 to November 25, 2029.

7. To appoint Mr. K M Balaji (DIN: 08064743) as Whole-time director of the Company, liable to retire by rotation.

Voting Process and Methods

The voting process involved two methods:

  • Remote e-voting on the platform provided by National Securities Depository Limited (NSDL)
  • E-voting during the AGM through VC/OAVM procedure

The remote e-voting period commenced on Tuesday, August 11, 2026 at 9:00 a.m. IST and ended on Thursday, August 13, 2026 at 5:00 p.m. IST. After the close of the AGM, a 30-minute voting period was provided for members who had not voted earlier through remote e-voting to cast their votes through VC/OAVM e-voting.

Key Voting Outcomes

Resolution-wise Voting Results:

| Resolution | Count of Votes Cast | Number of Votes Cast in Favour | Count of Votes Cast Against | Number of Votes Cast Against | Total Valid Votes | Assent % | Dissent % |

| 1 | 2,540 | 4,80,90,32,329 | 40 | 55,148 | 480,90,87,477 | 99.999 | 0.001 |

| 2 | 2,535 | 4,80,98,58,055 | 50 | 64,502 | 480,99,22,557 | 99.999 | 0.001 |

| 3 | 2,460 | 4,76,92,42,974 | 126 | 4,06,73,732 | 480,99,16,706 | 99.154 | 0.846 |

| 4 | 2,502 | 4,80,98,53,718 | 72 | 63,942 | 480,99,17,660 | 99.999 | 0.001 |

| 5 | 2,467 | 4,80,56,77,723 | 108 | 42,44,641 | 480,99,22,364 | 99.912 | 0.088 |

| 6 | 2,122 | 4,43,83,50,373 | 468 | 36,16,60,512 | 480,00,10,885 | 92.465 | 7.535 |

| 7 | 2,401 | 4,72,00,23,168 | 178 | 8,98,93,799 | 480,99,16,967 | 98.131 | 1.869 |

All seven resolutions were passed with requisite majority as ordinary resolutions.

Scrutinizer's Role and Findings

B Chandra, Partner of B. Chandra & Associates, Practicing Company Secretaries, was appointed as Scrutinizer for the remote e-voting and e-voting process. The scrutinizer confirmed:

  • Notice convening the meeting was dispatched to members with registered email IDs on July 20, 2026 (105,512 emails bounced)
  • Paper advertisement was given in Business Standard (English) and Dinamani (Tamil) on July 3, 2026
  • Public advertisement for dispatch of notices and electronic voting was published on July 21, 2026
  • List of shareholders who cast votes through remote e-voting was unblocked in presence of two witnesses on August 14, 2026
  • Votes from corporate members who provided authorization documents were duly considered
  • 13 shareholders cast votes electronically during the meeting through VC/OAVM procedure
  • The data sheets and records are in the safe custody of the scrutinizer and will be handed over to the Chairman once minutes are approved and signed

Compliance Confirmation

The disclosure confirms compliance with:

  • Regulation 44(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Section 108 of the Companies Act, 2013
  • Rule 20 & 21(2) of the Companies (Management and Administration) Rules, 2014
  • Various SEBI circulars dated April 8, 2020; April 13, 2020; May 5, 2020; January 13, 2021; May 5, 2022; December 28, 2022; September 25, 2023; September 19, 2024; and September 22, 2025