Location: Held through video conferencing/other audio visual means
Type of Meeting: 26th Annual General Meeting
Record Date: August 12, 2026
Total Shareholders on Record Date: 5,56,120
Shareholder Participation
Shareholders present in person or through proxy: NIL
Shareholders attended through Video Conferencing: 87
Promoters and Promoter Group: 9
Public: 78
Proposed Resolutions and Voting Outcomes
Resolution 2: Re-appointment of Mr. Bhaskaran N (DIN: 10808853) as Director retiring by rotation
Resolution Type: Ordinary
Promoter Interest: No
Total Votes Cast: 593,821,582 (91.04% of outstanding shares)
Votes in Favour: 592,672,089 (99.81%)
Votes Against: 1,149,493 (0.19%)
Invalid Votes: 110,517
Category-wise Breakdown:
Promoter & Promoter Group: 485,639,156 votes (100% in favour)
Public Institutions: 105,313,253 votes (98.91% in favour, 1.09% against)
Public Non-Institutions: 2,869,173 votes (99.93% in favour, 0.07% against)
Resolution 3: Re-appointment of Mr. Elvin Machado (DIN: 07206710) as Director retiring by rotation
Resolution Type: Ordinary
Promoter Interest: No
Total Votes Cast: 593,821,532 (91.04% of outstanding shares)
Votes in Favour: 592,342,470 (99.75%)
Votes Against: 1,479,062 (0.25%)
Invalid Votes: 110,517
Category-wise Breakdown:
Promoter & Promoter Group: 485,639,156 votes (100% in favour)
Public Institutions: 105,313,253 votes (98.60% in favour, 1.40% against)
Public Non-Institutions: 2,869,123 votes (99.91% in favour, 0.09% against)
Resolution 5: Re-appointment of Mr. Bhaskaran N as Whole-time Director (COO) from 17th October, 2026 to 31st May, 2028
Resolution Type: Ordinary
Promoter Interest: No
Total Votes Cast: 593,772,065 (91.04% of outstanding shares)
Votes in Favour: 591,553,580 (99.63%)
Votes Against: 2,218,485 (0.37%)
Invalid Votes: 110,517
Category-wise Breakdown:
Promoter & Promoter Group: 485,639,156 votes (100% in favour)
Public Institutions: 105,263,795 votes (97.89% in favour, 2.11% against)
Public Non-Institutions: 2,869,114 votes (99.92% in favour, 0.08% against)
Resolution 6: Approval of material RPT for sale of goods to Avenue E-Commerce Limited (Subsidiary)
Transaction Value: ₹35,000,000,000 (Rupees Three Thousand Five Hundred crores only) plus applicable taxes
Period: From 26th AGM till 27th AGM
Resolution Type: Ordinary
Promoter Interest: No
Total Votes Cast: 105,684,066 (16.20% of outstanding shares)
Votes in Favour: 105,683,024 (100.00%)
Votes Against: 1,042 (0.00%)
Invalid Votes: 2,493,766
Category-wise Breakdown:
Promoter & Promoter Group: 0 votes (abstained from voting)
Public Institutions: 105,308,721 votes (100% in favour)
Public Non-Institutions: 375,345 votes (99.72% in favour, 0.28% against)
Resolution 8: Approval of material RPT for purchase of assets from Avenue E-Commerce Limited (Subsidiary)
Transaction Value: ₹50,000,000 (Rupees Five crore only) plus applicable taxes
Period: From 26th AGM till 27th AGM
Resolution Type: Ordinary
Promoter Interest: No
Total Votes Cast: 105,683,711 (16.20% of outstanding shares)
Votes in Favour: 105,682,635 (100.00%)
Votes Against: 1,076 (0.00%)
Invalid Votes: 2,493,766
Category-wise Breakdown:
Promoter & Promoter Group: 0 votes (abstained from voting)
Public Institutions: 105,308,721 votes (100% in favour)
Public Non-Institutions: 374,990 votes (99.71% in favour, 0.29% against)
Resolution 9: Approval of material RPT for investment in share capital of Avenue E-Commerce Limited (Subsidiary)
Transaction Value: ₹5,000,000,000 (Rupees Five Hundred Crore only)
Period: From 26th AGM till 27th AGM
Resolution Type: Ordinary
Promoter Interest: No
Total Votes Cast: 105,683,711 (16.20% of outstanding shares)
Votes in Favour: 105,682,641 (100.00%)
Votes Against: 1,070 (0.00%)
Invalid Votes: 2,493,766
Category-wise Breakdown:
Promoter & Promoter Group: 0 votes (abstained from voting)
Public Institutions: 105,308,721 votes (100% in favour)
Public Non-Institutions: 374,990 votes (99.71% in favour, 0.29% against)
Resolution 11: Approval of material RPT for Deputation of personnel to Avenue E-Commerce Limited (Subsidiary)
Transaction Value: ₹100,000,000 (Rupees Ten crore only) plus applicable taxes annually
Period: 1st April, 2027 to 30th September, 2032
Resolution Type: Ordinary
Promoter Interest: No
Total Votes Cast: 105,683,711 (16.20% of outstanding shares)
Votes in Favour: 105,682,682 (100.00%)
Votes Against: 1,029 (0.00%)
Invalid Votes: 2,493,766
Category-wise Breakdown:
Promoter & Promoter Group: 0 votes (abstained from voting)
Public Institutions: 105,308,721 votes (100% in favour)
Public Non-Institutions: 374,990 votes (99.73% in favour, 0.27% against)
Voting Process and Methods
Remote e-voting period: From 9:00 a.m. on Friday, August 14, 2026 to 5:00 p.m. on Tuesday, August 18, 2026
E-voting during AGM: Provided for shareholders who did not cast votes through remote e-voting
Voting agency: National Securities Depository Limited (NSDL)
Scrutinizer: Rathi & Associates, Company Secretaries (Himanshu Shantilal Kamdar, Partner)
Voting method: In case shareholders voted both remotely and during AGM, remote voting was considered valid
Scrutinizer's Role and Findings
Scrutinizer was appointed by Board resolution dated May 02, 2026
Verified voting pattern based on reports generated from NSDL's e-voting system
Prepared consolidated scrutinizer's report of votes cast "in favour" or "against" the resolutions
Confirmed the voting process complied with Section 108 of Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of SEBI LODR
Meeting conducted in compliance with MCA General Circular Nos. 20/2020 and subsequent circulars, and Circular No. 03/2025 dated September 22, 2025
Compliance Confirmation
The disclosure confirms compliance with applicable provisions of:
Companies Act, 2013 and Rules issued thereunder
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
Circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India
