Meeting Details

The meeting was conducted via a Postal Ballot with a remote e-voting process. The last day for receipt of votes was May 27, 2026. The remote e-voting period commenced on Tuesday, April 28, 2026, at 09:00 a.m. (IST) and ended on Wednesday, May 27, 2026, at 05:00 p.m. (IST). The record date for determining shareholder eligibility was April 17, 2026, on which there were 54,059 shareholders.

Summary of Proposed Resolution and Implications

The single resolution proposed was a Special Resolution for the APPOINTMENT OF MR. KISHORE MUKUND SALETORE (DIN: 01705850) AS AN INDEPENDENT DIRECTOR OF THE COMPANY. The promoters and promoter group were not interested in this resolution. The implication is a change in the company's board composition with the addition of an independent director.

Voting Process and Methods

The voting was conducted solely through a remote e-voting process managed by NSDL. No physical polling or postal ballot forms were used. The e-voting module was disabled on May 27, 2026, at 5:00 P.M.

Key Voting Outcomes

Overall Results

  • Total Number of Resolutions: 1
  • Total Votes Cast: 127,768,004
  • Total Votes in Favor: 127,475,844 (99.77% of votes cast)
  • Total Votes Against: 292,160 (0.23% of votes cast)
  • Resolution Outcome: Passed

Promoter and Promoter Group Voting

  • Number of Shares Held: 113,410,433
  • Number of Votes Polled: 113,410,433 (100% of shares held)
  • Votes in Favor: 113,410,433 (100% of votes polled)
  • Votes Against: 0 (0% of votes polled)

Public Shareholders - Institutions Voting

  • Number of Shares Held: 14,178,979
  • Number of Votes Polled: 13,163,793 (92.84% of shares held)
  • Votes in Favor: 12,932,449 (98.24% of votes polled)
  • Votes Against: 231,344 (1.76% of votes polled)

Public Shareholders - Non-Institutions Voting

  • Number of Shares Held: 35,220,672
  • Number of Votes Polled: 1,193,778 (3.39% of shares held)
  • Votes in Favor: 1,132,962 (94.91% of votes polled)
  • Votes Against: 60,816 (5.09% of votes polled)

Scrutinizer's Role, Findings, and Conclusions

Mr. Sanjay Dholakia, Proprietor of M/s. Sanjay Dholakia & Associates (Mem. No.: FCS 2655 & C.P No. 1798), a Practicing Company Secretary, was appointed as the Scrutinizer by the Board of Directors on April 21, 2026. His role was to scrutinize the e-voting process. He unblocked the votes cast on May 27, 2026, at 05:01 P.M. in the presence of two witnesses not employed by the company. Based on the data downloaded from NSDL's e-voting system, he concluded that the special resolution was passed by the members with the requisite majority. The electronic data and relevant records were handed over to Ms. Varsharani Katre, Company Secretary, for safe custody.

Compliance with Laws and Regulations

The process was conducted in compliance with:

  • Section 108 and 110 of the Companies Act, 2013
  • Rule 20 and Rule 22 of the Companies (Management and Administration) Rules, 2014
  • Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • MCA General Circulars: 14/2020, 17/2020, 22/2020, 33/2020, 39/2020, 10/2021, 20/2021, 3/2022, 11/2022, 09/2023, 09/2024, and 03/2025
  • SEBI Circulars: SEBI/HO/CFD/CMD1/CIR/P/2020/79, SEBI/HO/CFD/CMD2/CIR/P/2021/11, SEBI/HO/CFD/CMD2/CIR/P/2022/62, SEBI/HO/CFD/PoD-2/P/CIR/2023/4, SEBI/HO/CFD/CFD-PoD-2/P/CIR/2023/167, and SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133
  • Secretarial Standard on General Meetings (SS-2)

Names and Roles of Signatories

The disclosure was signed by Varsharani Katre, Company Secretary & Legal Head (Membership No: F-8948) on behalf of FDC Limited. The Scrutinizer's Report was signed by Sanjay R Dholakia, Practicing Company Secretary and Proprietor of Sanjay Dholakia & Associates (Membership No.: 2655, CP No.:1798).

Additional Information

The voting results and the Scrutinizer's report were made available on the company's website (www.fdcindia.com) and on the NSDL e-voting website (www.evoting.nsdl.com). The company's scrip code is 531599, and its NSE symbol is FDC. The ISIN is INE258B01022.