Meeting Details

  • Date: Friday, July 03, 2026
  • Time: 3:00 P.M. (IST)
  • Location: Conducted through Video-Conferencing and Other Audio-Visual Means (OAVM)
  • Type of Meeting: 35th Annual General Meeting

Directors and Key Managerial Personnel Present

  • Mr. Paolo Brichetti - Vice-Chairman & Non-Executive Director (elected Chairman of the Meeting)
  • Ms. Lilian Jessie Paul - Independent Director & Chairperson of SRCSC and NRC (Bangalore)
  • Ms. Rekha Warriar - Independent Director & Chairperson of Audit Committee (Pune)
  • Mr. Massimo Vita - Non-Executive Director
  • Mr. Udaya Kumar Hebbar - Non-Executive Director (Bangalore)
  • Mr. Ganesh Narayanan - Managing Director and CEO
  • Mr. Gururaj Rao - Chief Operating Officer
  • Mr. Nilesh Dalvi - Chief Financial Officer (Bangalore)
  • Ms. Deepti Ramani - Company Secretary & Compliance Officer (Bangalore)

Other Representatives Present

  • Mr. Manish Gujral - Engagement Partner, M/s. Walker Chandiok & Co LLP, Joint Statutory Auditors (Mumbai)
  • Mr. Chandru K - Manager, M/s. Walker Chandiok & Co LLP, Joint Statutory Auditors (Chennai)
  • Mr. Nizammuddin - Partner, M/s. Varma & Varma, Joint Statutory Auditors (Bangalore)
  • Mr. S. Sandeep - Partner, M/s S. Sandeep & Associates, Secretarial Auditors (Chennai)
  • Mr. Rajiv Balakrishnan - Scrutinizer for remote e-voting & voting process at the AGM (Bangalore)

Absent Directors

Mr. Manoj Kumar (Chairman of the Board & Independent Director) and Mr. Sumit Kumar (Non-Executive Director) could not attend due to personal reasons.

Quorum and Attendance

  • Total members present: 76 members
  • Total shares represented: 10,65,97,886 shares
  • Meeting commenced at: 3:00 PM (IST)
  • Meeting concluded at: 4:45 PM (IST)

Resolutions Transacted

Ordinary Businesses:

1. Adoption of Annual Financial Statements - Ordinary Resolution

2. Appointment of Mr. Massimo Vita (DIN: 07863194) as a Director who is liable to retire by rotation - Ordinary Resolution

3. Appointment of M/s Sundaram & Srinivasan, Chartered Accountants as one of the Joint Statutory Auditors of the Company - Ordinary Resolution

Voting Process and Methods

  • The company provided facility for members to cast votes electronically on all resolutions
  • Remote e-voting was conducted prior to the meeting
  • Instapoll facility was kept open for 15 minutes at the end of the meeting for those who hadn't voted remotely
  • Mr. Rajiv Balakrishnan, Director of Beyond Compliance Corporate Services Private Limited, was appointed as Scrutinizer to oversee the remote e-voting and e-voting process

Compliance and Regulatory Framework

The meeting was conducted in compliance with:

  • General Circulars issued by the Ministry of Corporate Affairs (MCA)
  • Circulars issued by the Securities and Exchange Board of India (SEBI)
  • Applicable provisions of the Companies Act, 2013 and Rules made thereunder
  • Secretarial Standard - 2 issued by ICSI
  • Articles of Association of the Company

Additional Proceedings

  • The Chairman delivered a speech
  • Mr. Ganesh Narayanan, Managing Director & CEO, presented on company performance
  • Shareholder queries were addressed by management
  • Necessary registers and relevant documents were available for electronic inspection by members without fee

Post-Meeting Compliance

Voting results pursuant to Regulation 44(3) of SEBI Listing Regulations and Report of the Scrutinizer pursuant to Section 108 of the Companies Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014 will be submitted to stock exchanges within two working days from conclusion of the AGM.