Meeting Details

The 35th Annual General Meeting was held on Friday, September 25, 2026, at 10:00 A.M. (IST) through Video Conferencing (VC)/Other Audio Visual Means (OAVM) without physical presence of members, in compliance with MCA circulars issued from 2020-2025.

Proposed Resolutions and Implications

Six resolutions were proposed for shareholder approval:

1. Ordinary Resolution to receive, consider and adopt Audited Standalone and Consolidated Financial Statements for FY ended March 31, 2026

2. Ordinary Resolution to declare final dividend and ratification of interim dividend

3. Ordinary Resolution to re-appoint Dr. Sridhar Ganesan (DIN: 06819026) who retires by rotation

4. Special Resolution to re-appoint Dr. Sridhar Ganesan as Managing Director

5. Special Resolution for continuation of Mr. C. C. Paarthipan (DIN: 01218784) as Chairman and Non-Executive, Non-Independent Director

6. Special Resolution for appointment of Mr. D Muralidharan (DIN: 08301904) as Whole Time Director

Voting Process and Methods

The voting process included:

  • Remote e-voting through NSDL platform from Tuesday, September 22, 2026 (9:00 A.M.) to Thursday, September 24, 2026 (5:00 P.M.)
  • E-voting during the AGM for members who had not voted remotely
  • Cut-off date for determining voting eligibility: Friday, September 18, 2026
  • Physical presence and proxy appointments were dispensed with due to virtual meeting format

Key Voting Outcomes

Resolution No. 1 (Ordinary - Financial Statements)

  • Total votes cast: 58,916,212 (77.51% of outstanding shares)
  • Votes in favor: 58,916,207 (100% of votes cast)
  • Votes against: 5 (0.00% of votes cast)

Resolution No. 2 (Ordinary - Dividend)

  • Total votes cast: 58,931,431 (77.53% of outstanding shares)
  • Votes in favor: 58,931,426 (100% of votes cast)
  • Votes against: 5 (0.00% of votes cast)

Resolution No. 3 (Ordinary - Director Re-appointment)

  • Total votes cast: 58,929,943 (77.53% of outstanding shares)
  • Votes in favor: 58,339,865 (99.00% of votes cast)
  • Votes against: 590,078 (1.00% of votes cast)

Resolution No. 4 (Special - Managing Director Re-appointment)

  • Total votes cast: 58,929,943 (77.53% of outstanding shares)
  • Votes in favor: 58,306,537 (98.94% of votes cast)
  • Votes against: 623,406 (1.06% of votes cast)

Resolution No. 5 (Special - Chairman Continuation)

  • Total votes cast: 58,929,943 (77.53% of outstanding shares)
  • Votes in favor: 58,173,058 (98.72% of votes cast)
  • Votes against: 756,885 (1.28% of votes cast)

Resolution No. 6 (Special - Whole Time Director Appointment)

  • Total votes cast: 58,929,940 (77.53% of outstanding shares)
  • Votes in favor: 57,032,272 (96.78% of votes cast)
  • Votes against: 1,897,668 (3.22% of votes cast)

Participation Breakdown by Shareholder Category

Total outstanding shares: 76,011,696

Promoter and Promoter Group (53,642,353 shares)

  • 100% participation across all resolutions via e-voting
  • 100% votes in favor for all resolutions

Public Institutions (5,971,698 shares)

  • Participation ranged from 83.05% to 83.31% across resolutions
  • High approval rates (100% for resolutions 1-2, 88.14% for resolution 3, 87.47% for resolution 4, 84.81% for resolution 5, 61.87% for resolution 6)

Public Non-Institutions (16,397,645 shares)

  • Low participation at 1.92% across resolutions
  • High approval rates (99.93%-100% for most resolutions, 99.50% for resolution 6)

Scrutinizer's Role and Findings

M. Alagar, Practising Company Secretary (COP No. 8196), Managing Partner at Alagar & Associates LLP, was appointed scrutinizer vide board resolution dated August 12, 2026. The scrutinizer confirmed:

  • The voting process was conducted in a fair and transparent manner
  • Votes were unblocked in presence of two independent witnesses (Ms. Reshma and Mr. Mohamed Haneef)
  • All resolutions passed with requisite majority
  • Electronic data and records handed over to Company Secretary for safe keeping

Compliance with Laws and Regulations

The meeting and voting process complied with:

  • Section 108 of Companies Act, 2013 and Rule 20 of Companies (Management and Administration) Rules, 2014
  • Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • MCA Circulars No. 14/2020, 17/2020, 20/2020, 02/2021, 02/2022, 10/2022, 09/2023, 09/2024, and 03/2025
  • SEBI circulars issued from time to time

Additional Information

  • Notice of AGM published in Financial Express (English) and Maalai Malar (Tamil) on September 4, 2026
  • 50 shareholders attended the meeting through Video Conferencing (6 Promoter group, 44 Public)
  • Quorum was maintained throughout the meeting as confirmed by the Chairman