Meeting Details

The voting was conducted via remote e-voting (Postal Ballot) without a physical meeting. The process was initiated by a Postal Ballot notice dated September 12, 2026. The Board of Directors had approved the draft notice in their meeting held on September 09, 2026. The cut-off date for determining shareholder eligibility to vote was Thursday, September 10, 2026.

Summary of Proposed Resolutions and Implications

The Postal Ballot contained four resolutions for shareholder approval:

1. Special Resolution: To consider and approve the revision of remuneration payable to Mr. Piyush Prakashchandra Somani (DIN: 02357582), Managing Director of the Company.

2. Special Resolution: To consider and approve the revision of remuneration payable to Ms. Komal Piyush Somani (DIN: 08477154), Whole-time Director of the Company.

3. Ordinary Resolution: To consider and approve the appointment of Mr. Sameer Suresh Redij (DIN: 11790311) as a Director of the Company, liable to retire by rotation.

4. Special Resolution: To consider and approve the appointment of Mr. Sameer Suresh Redij (DIN: 11790311) as a Whole-time Director (designated as Chief Business Officer) of the Company, including remuneration thereof, for a period of three years effective from July 13, 2026.

Voting Process and Methods

The facility of remote e-voting was provided to all members of the company. The process was scrutinized by Sagar Kulkarni, Proprietor of M/s. S. V. Kulkarni and Associates, Practicing Company Secretaries (FRN: S2018MH640200). The e-voting service was provided by MUFG Intime India Private Limited (formerly Link Intime India Private Limited). The Notice was sent only in electronic form to shareholders whose email IDs were registered, as per exemptions provided in various MCA and SEBI circulars. An advertisement was published in the Financial Express (English) and Gavakari (Marathi) newspapers on September 13, 2026. The remote e-voting period commenced on Sunday, September 13, 2026, at 9:00 AM IST and ended on Monday, October 12, 2026, at 5:00 PM IST. The event number on the MUFG portal was 260886.

Key Voting Outcomes

Based on the Scrutinizer's Report, all resolutions were passed with the requisite majority. The results are deemed to have been passed on the last date of e-voting, i.e., October 12, 2026.

Resolution-wise Voting Breakdown:

Resolution 1: Revision of remuneration for Mr. Piyush Somani (Special Resolution)

  • Total Votes Cast: 23,908,981 shares (34.1234% of outstanding shares)
  • Votes in Favour: 23,895,124 shares (99.942% of votes polled)
  • Votes Against: 13,857 shares (0.058% of votes polled)
  • Promoter & Promoter Group: 46,156,742 shares held; 0 votes polled (abstained)
  • Public Institutions: 5,712,768 shares held; 5,712,768 votes polled (100%); 100% in favour.
  • Public Non-Institutions: 18,196,644 shares held; 18,196,213 votes polled (99.9976%); 18,182,356 in favour (99.9238%), 13,857 against (0.0762%).
  • Abstentions: 4 folios (interested persons) holding 46,156,742 shares; 3 folios holding 91 shares; 4 folios holding 394 shares less voted by 374 shares.

Resolution 2: Revision of remuneration for Ms. Komal Somani (Special Resolution)

  • Total Votes Cast: 23,908,947 shares (34.1234% of outstanding shares)
  • Votes in Favour: 23,895,096 shares (99.9421% of votes polled)
  • Votes Against: 13,851 shares (0.0579% of votes polled)
  • Promoter & Promoter Group: 46,156,742 shares held; 0 votes polled (abstained)
  • Public Institutions: 5,712,768 shares held; 5,712,768 votes polled (100%); 100% in favour.
  • Public Non-Institutions: 18,196,644 shares held; 18,196,179 votes polled (99.9974%); 18,182,328 in favour (99.9239%), 13,851 against (0.0761%).
  • Abstentions: 4 folios (interested persons) holding 46,156,742 shares; 3 folios holding 91 shares; 4 folios holding 394 shares less voted by 374 shares.

Resolution 3: Appointment of Mr. Sameer Redij as Director (Ordinary Resolution)

  • Total Votes Cast: 70,031,213 shares (99.9501% of outstanding shares)
  • Votes in Favour: 70,018,460 shares (99.9818% of votes polled)
  • Votes Against: 12,753 shares (0.0182% of votes polled)
  • Promoter & Promoter Group: 46,156,742 shares held; 46,156,742 votes polled (100%); 100% in favour.
  • Public Institutions: 5,712,768 shares held; 5,712,768 votes polled (100%); 100% in favour.
  • Public Non-Institutions: 18,196,644 shares held; 18,161,703 votes polled (99.808%); 18,148,950 in favour (99.9298%), 12,753 against (0.0702%).
  • Abstentions/Non-Votes: 1 folio (interested person) holding 34,500 shares; 3 folios holding 67 shares; 1 folio holding 12 shares did not vote; 3 folios holding 382 shares less voted by 362 shares.

Resolution 4: Appointment of Mr. Sameer Redij as Whole-time Director (Special Resolution)

  • Total Votes Cast: 70,031,179 shares (99.9501% of outstanding shares)
  • Votes in Favour: 70,018,401 shares (99.9818% of votes polled)
  • Votes Against: 12,778 shares (0.0182% of votes polled)
  • Promoter & Promoter Group: 46,156,742 shares held; 46,156,742 votes polled (100%); 100% in favour.
  • Public Institutions: 5,712,768 shares held; 5,712,768 votes polled (100%); 100% in favour.
  • Public Non-Institutions: 18,196,644 shares held; 18,161,669 votes polled (99.8078%); 18,148,891 in favour (99.9296%), 12,778 against (0.0704%).
  • Abstentions/Non-Votes: 1 folio (interested person) holding 34,500 shares; 4 folios holding 101 shares; 1 folio holding 12 shares did not vote; 3 folios holding 382 shares less voted by 362 shares.

Scrutinizer's Role and Findings

Sagar Kulkarni was appointed as the Scrutinizer to scrutinize the e-voting process in a fair and transparent manner. His responsibility was to prepare a report of the votes cast for and against the resolutions based on the reports generated from the e-voting system provided by MUFG. The Scrutinizer confirmed that the process was conducted in compliance with the applicable laws and regulations and that all resolutions were passed with the requisite majority.

Compliance Confirmation

The document confirms compliance with the Companies Act, 2013, the SEBI (LODR) Regulations, 2015, and other referenced MCA and SEBI circulars. The results and the Scrutinizer's Report are to be made available on the company's website (www.esds.co.in) and the website of MUFG (https://instavote.linkintime.co.in/), and displayed at the Registered Office of the Company.