Meeting Details

The 44th Annual General Meeting was held on Monday, September 28, 2026 at 10:30 AM (IST) through Video Conferencing/Other Audio Visual means. The meeting concluded at 10:51 AM. The meeting was conducted in compliance with the Companies Act, 2013 and circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India.

Proposed Resolutions and Implications

Six resolutions were proposed for shareholder approval:

1. Item No. 1: To receive, consider and adopt the audited standalone financial statements for FY2025-26 ending March 31, 2026 together with reports of Board of Directors and Auditors, and audited consolidated financial statements for FY2025-26 with Auditors' report (Ordinary Resolution)

2. Item No. 2: To appoint a director in place of Mr. Mangilall Sethia (DIN: 00081367) who retires by rotation under Section 152(6) of Companies Act, 2013 and offers himself for re-appointment (Ordinary Resolution)

3. Item No. 3: To appoint a director in place of Mr. Kamal Sethia (DIN: 00081116) who retires by rotation under Section 152(6) of Companies Act, 2013 and offers himself for re-appointment (Ordinary Resolution)

4. Item No. 4: To approve re-appointment of Dr. Shanti Lal Sarnot (DIN: 01899198) as Independent Director for a second term of five consecutive years from September 30, 2026 to September 29, 2031 (Special Resolution)

5. Item No. 5: To approve re-appointment of Mr. Ashis Chandra Guha (DIN: 09352987) as Independent Director for a second term of five consecutive years from October 8, 2026 to October 7, 2031 (Special Resolution)

6. Item No. 6: To ratify remuneration payable to M/s Bhavna Jaiswal & Associates, Cost Accountants (Firm Registration number 100608) as Cost Auditors for financial year ending March 31, 2027 (Ordinary Resolution)

Voting Process and Methods

The voting process utilized multiple methods:

  • Remote e-voting: Conducted through CDSL from September 25, 2026 (09:00 AM) to September 27, 2026 (05:00 PM)
  • E-voting during AGM: Provided to members present through VC/OAVM who had not cast votes earlier
  • The record date for determining voting eligibility was September 21, 2026
  • Central Depository Services (India) Limited (CDSL) was appointed as the e-voting agency

Key Voting Outcomes

Overall Participation

  • Total shareholders on record date: 52,708
  • Total shares outstanding: 49,709,220
  • Total votes cast: 27,725,496 shares (55.7754% participation)
  • Promoters present through video conferencing: 13
  • Public shareholders present through video conferencing: 32

Resolution-wise Results

Resolution 1 (Financial Statements Adoption)

  • Votes in favour: 27,724,993 (100% of valid votes)
  • Votes against: 503 (negligible)
  • Invalid votes: 0

Resolution 2 (Mangilall Sethia Re-appointment)

  • Votes in favour: 20,568,008 (99.9962% of valid votes)
  • Votes against: 778 (0.0038%)
  • Invalid votes: 0

Resolution 3 (Kamal Sethia Re-appointment)

  • Votes in favour: 20,568,008 (99.9962% of valid votes)
  • Votes against: 778 (0.0038%)
  • Invalid votes: 0

Resolution 4 (Shanti Lal Sarnot Re-appointment)

  • Votes in favour: 27,724,658 (99.997% of valid votes)
  • Votes against: 838 (0.003%)
  • Invalid votes: 0

Resolution 5 (Ashis Chandra Guha Re-appointment)

  • Votes in favour: 27,724,658 (99.997% of valid votes)
  • Votes against: 838 (0.003%)
  • Invalid votes: 0

Resolution 6 (Cost Auditor Remuneration Ratification)

  • Votes in favour: 27,724,932 (99.998% of valid votes)
  • Votes against: 564 (0.002%)
  • Invalid votes: 0

Category-wise Voting Breakdown

Promoter and Promoter Group

  • Shares held: 16,388,405
  • Votes polled: 15,348,017 (93.6517% participation)
  • All votes cast in favour of all resolutions (100%)

Public Institutions

  • Shares held: 1,045,367
  • Votes polled: 667,624 (63.865% participation)
  • All votes cast in favour of all resolutions (100%)

Public Non-Institutions

  • Shares held: 32,275,448
  • Votes polled: 11,709,855 (36.281% participation)
  • Nearly unanimous support across all resolutions (99.99%+ in favour)

Scrutinizer's Role and Findings

Pramod Prasad Agarwal, proprietor of M/s P. P. Agarwal & Co., Company Secretaries, was appointed as scrutinizer by the Board of Directors. The scrutinizer confirmed:

  • All resolutions passed with requisite majority
  • Compliance with voting procedures under Companies Act, 2013 and SEBI LODR Regulations
  • Electronic data and relevant records will be handed over to the company secretary for preservation

Compliance with Laws and Regulations

The meeting and voting process complied with:

  • Companies Act, 2013 and Rules thereunder
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • MCA Circulars regarding AGM through video conferencing
  • SEBI Circular no. SEBI/HO/CFD/CFDPoD-2/P/CIR/2024/133 dated October 03, 2024

Important Note on Voting Rights

Elin Appliances Private Limited, a wholly-owned subsidiary and part of promoter group, held 955,000 equity shares but did not have voting rights under Section 19 of the Companies Act, 2013.