Meeting Details

  • Meeting Date: Monday, September 28, 2026
  • Meeting Type: 11th Annual General Meeting (AGM)
  • Location: Held through Video Conferencing (VC)/Other Audio-Visual Means (OAVM) facility provided by National Securities Depository Limited (NSDL). The proceedings were deemed to be conducted at the Registered Office of the Company at B1/51, Janakpuri, New Delhi – 110058.
  • Timing: Commenced at 02:00 P.M. IST and concluded at 03:13 P.M. IST (including 15 minutes time allowed for e-voting after the AGM).

Proposed Resolutions and Implications

The following five resolutions, as set out in the Notice of AGM dated September 03, 2026, were transacted:

1. Ordinary Resolution: To receive, consider and adopt: (a) the Audited Standalone Financial Statements for FY ended March 31, 2026, with Reports of the Board and Auditors; and (b) the Audited Consolidated Financial Statements for FY ended March 31, 2026, with the Report of the Auditors.

2. Ordinary Resolution: To appoint a director in place of Mr. Vishad Khanna (DIN: 10729610), who retires by rotation and offers himself for re-appointment.

3. Special Resolution: To consider and approve the revision in the remuneration payable to Dr. Peeyush Khanna (DIN: 07091422), Whole-Time Director.

4. Special Resolution: To ratify and approve the remuneration paid/payable to Dr. Manika Khanna (DIN: 07090907), Chairperson and Managing Director.

5. Ordinary Resolution: Appointment of M/s. Suresh Nainwal & Company, Practicing Company Secretaries, as the Secretarial Auditors of the Company for a period of five consecutive years.

Voting Process

  • Cut-off Date: Monday, September 21, 2026 (for determining voting rights).
  • Remote e-voting period: From Friday, September 25, 2026, 9:00 A.M. (IST) to Sunday, September 27, 2026, 5:00 P.M. (IST).
  • E-voting during AGM: Facility was provided for members who had not voted via remote e-voting. Voting was also allowed for 15 minutes after the conclusion of the AGM.
  • Voting Method: Services for remote e-voting, e-voting during the meeting, and the virtual meeting platform were provided by NSDL.
  • Proxy Facility: Not available for this VC/OAVM meeting.

Key Meeting Outcomes and Participation

  • Quorum: The requisite quorum under Section 103 of the Companies Act, 2013, was present throughout the proceedings.
  • Attendance: 76 Members were present through VC/OAVM.
  • Board & KMP Attendance: The following were present:
  • Dr. Manika Khanna, Chairperson and Managing Director (chaired the meeting)
  • Dr. Peeyush Khanna, Whole-Time Director
  • Mr. Vishad Khanna, Non-Executive Director
  • Mr. Brajesh Singh Bhadauria, Independent Director
  • Mr. Rajesh Chunilal Bhojani, Independent Director
  • Mr. Suresh Marpu, Independent Director (chaired proceedings for Items 2, 3, and 4)
  • Mr. Rakesh Kumar Sharma, Chief Financial Officer
  • Mr. Naveen Kumar, Company Secretary & Compliance Officer
  • Auditors & Scrutinizer: Mr. Sumit Kumar Goyal (Statutory Auditors), Mr. Suresh Chandra Nainwal (Secretarial Auditor and Scrutinizer), and Mr. Vaibhav Singhal (Internal Auditor) were also present.
  • Voting Results: The document states that the Voting Results along with the Consolidated Scrutinizer's Report will be submitted within prescribed statutory timelines. The results are not declared in this document.

Scrutinizer's Role

Mr. Suresh Chandra Nainwal, Proprietor of M/s. Suresh Nainwal & Company, was appointed as the Scrutinizer for the Meeting. His role was to scrutinize the votes cast through remote e-voting and e-voting at the Meeting and submit a consolidated report. The Chairperson authorized the Company Secretary, Mr. Naveen Kumar, to receive and countersign this report and declare the results within two working days of the conclusion of the Meeting.

Compliance Confirmation

The meeting was conducted in compliance with:

  • The Companies Act, 2013 and its rules.
  • The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
  • Secretarial Standard on General Meetings (SS-2) issued by the Institute of Company Secretaries of India.
  • Applicable circulars issued by the Ministry of Corporate Affairs (MCA) and SEBI.

The Statutory Auditors' Reports and the Secretarial Audit Report for FY 2025-26 were noted to be free from any qualification, reservation, observation, or adverse comment.

Other Procedural Information

  • The Notice of AGM and Annual Report were sent electronically to members with registered email addresses. Physical copies were sent upon request.
  • A question-and-answer session was held where members' queries were addressed by the Chairperson and CFO.
  • The meeting was recorded, and the transcript will be made available on the company's website (www.gaudiumivfcentre.com).
  • The results and the Scrutinizer's Report will be submitted to the Stock Exchanges (BSE and NSE) and placed on the websites of the Company and NSDL.