Date, Location, and Type of Meeting

The 32nd Annual General Meeting was held on Tuesday, September 29, 2026, through Video Conferencing/Other Audio-Visual Means. The meeting commenced at 03:30 P.M. (IST) and concluded at 04:50 P.M. (IST), including the Insta-poll session.

Summary of Proposed Resolutions

The following five resolutions were put to shareholder consideration and approval:

Ordinary Business

  • Item No. 1: Consideration and adoption of (a) the Audited Standalone Financial Statements for the financial year ended March 31, 2026 and reports of Board of Directors and Auditors; and (b) the Audited Consolidated Financial Statements for the financial year ended March 31, 2026 and report of Auditors
  • Item No. 2: Appointment of a Director in place of Mrs. Shobha Ravi Kapoor (DIN: 00005124), who retires by rotation and being eligible, seeks re-appointment

Special Business

  • Item No. 3: Approval of continuation of directorship of Ms. Priyanka Chaudhary (DIN: 06520285), Non-Executive, Non-Independent Director
  • Item No. 4: Approval of remuneration payable to Mrs. Shobha Ravi Kapoor as Managing Director for her remaining tenure of 2 years w.e.f. November 10, 2026
  • Item No. 5: Approval of remuneration payable to Ms. Ekta Ravi Kapoor as Joint Managing Director for the remaining tenure of 2 years w.e.f. November 10, 2026

Voting Process and Methods

The Company provided remote e-voting facility which was kept open from Friday, September 25, 2026 (09:00 a.m.) till Monday, September 28, 2026 (05:00 p.m.). Additionally, Instapoll e-voting facility was available during the AGM. The e-voting facility remained available for 30 minutes after the closure of the meeting.

Mr. Vijay Yadav, Partner of AVS & Associates, Company Secretaries, was appointed as scrutinizer to scrutinize the e-voting process in a fair and transparent manner.

Key Voting Outcomes

The detailed voting results along with the Scrutinizer Report were to be submitted separately to the Stock Exchanges. The document explicitly states that it does not constitute the minutes of the proceedings of the AGM.

Compliance with Applicable Laws and Regulations

The meeting was held through VC/OAVM in compliance with circulars issued by the Ministry of Corporate Affairs, Government of India and Securities and Exchange Board of India. Due to the virtual nature of the meeting, there was no requirement of appointing proxies.

The document acknowledges certain compliance qualifications:

  • Board composition was not in compliance with Regulation 17(1)(b) of Listing Regulations from August 31, 2025 till December 29, 2025
  • The gap between two consecutive Board Meetings and two consecutive Audit Committee Meetings exceeded the prescribed limit of 120 days
  • The Company adopted and approved the audited standalone and consolidated financial results for the year ended March 31, 2025 beyond the stipulated timeline of sixty days from the end of the financial year

These defaults were attributed to the retirement of an Independent Director and pendency of approval of the Composite Scheme of Arrangement before the Hon'ble NCLT. The Company received the certified copy of the Order passed by Hon'ble NCLT sanctioning the Composite Scheme on June 10, 2025.

Attendance and Participation

The following Directors were present at the e-AGM:

  • Mr. Jeetendra Kapoor, Chairman
  • Mrs. Shobha Kapoor, Managing Director
  • Mr. Ashutosh Khanna, Independent Director
  • Dr. Archana Hingorani, Independent Director
  • Mr. Avijit Mukerji, Independent Director
  • Mr. Pankaj Chaturvedi, Independent Director

Ms. Ekta Ravi Kapoor, Joint Managing Director, Ms. Jyoti Deshpande, Ms. Priyanka Chaudhary, Non-Executive Directors and Mr. Rohit Jain, Independent Director were unable to attend. Mr. Sanjay Dwivedi, Group Chief Executive Officer & Group Chief Financial Officer attended from Mumbai.

Signatories and Roles

Tannu Sharma, Company Secretary & Compliance Officer (Membership No.: ACS 30622) signed and submitted the document on behalf of Balaji Telefilms Limited.

The scrutinizer for the e-voting process was Mr. Vijay Yadav, Partner of AVS & Associates, Company Secretaries.