Meeting Details

The 23rd Annual General Meeting of GSS Infotech Limited was held on Friday, September 25, 2026, at 11:00 A.M. The meeting was conducted entirely through Video Conferencing (VC) / Other Audio-Visual Means (OAVM). The deemed venue of the meeting was the Registered Office of the Company.

Compliance Framework

The meeting was held in compliance with the provisions of the Companies Act, 2013 and its Rules, and numerous circulars issued by the Ministry of Corporate Affairs (MCA), including General Circular nos. 14/2020, 17/2020, 20/2020, 02/2021, 21/2021, 2/2022, 10/2022, and 09/2023. It also complied with relevant circulars from the Securities and Exchange Board of India (SEBI), including Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated 11th July, 2023 and Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2023/167 dated 7th October 2023.

Attendees

Directors Present:

  • Non-Executive, Independent Director (Chairman)
  • Chairman and Managing Director
  • Non-Executive, Independent Director

Other Individuals Present:

  • Mr. Sonu Kumar - CFO and Company Secretary
  • Ms. Neha Pamnani - Secretarial Auditor of the Company

Proceedings Overview

Mr. Sonu Kumar, CFO and Company Secretary, initiated the meeting, confirmed a requisite quorum was present, and called the meeting to order. The quorum was maintained throughout the meeting, with a total of 74 members present via video conference, including three persons belonging to the Promoter and Promoter Group.

The meeting was conducted via VC/OAVM as per MCA and SEBI guidelines, with a live webcast on the NSDL platform. Mr. Bhargav Marepally was appointed as the Chairman of the meeting.

The Notice of the AGM and the Auditors' Report were taken as read. Observations from the Secretarial Auditors' Report and the Management's reply thereto were highlighted.

Voting Process

The Company provided a remote e-voting facility to shareholders from September 22, 2026 (09:00 A.M.) to September 24, 2026 (05:00 P.M.), in compliance with Section 108 of the Companies Act, 2013, Rule 20 of the Companies (Management and Administration) Rules, 2014, and Regulation 44 of the SEBI LODR Regulations.

The cut-off date for determining voting eligibility was fixed as September 18, 2026.

Mr. Rupesh Kothari, a Practicing Company Secretary from Hyderabad, was appointed as the Scrutinizer to scrutinize all votes cast via remote e-voting and e-voting at the AGM venue.

The Company also made arrangements for e-voting at the AGM venue for shareholders who did not vote remotely. Shareholders who had already voted remotely were allowed to attend but not vote again.

Resolutions Proposed

The following business items were proposed for voting:

Ordinary Business:

1. Resolution 1 (Ordinary): To receive, consider, and adopt:

a) The audited standalone financial statements for the financial year ended 31st March, 2026 and the reports of the Board of Directors and the Auditors thereon.

b) The audited consolidated financial statements for the financial year ended 31st March, 2026 and the report of the Auditors thereon.

2. Resolution 2 (Ordinary): To appoint a director in place of Mr. Rambabu Sampangi Kaipa (DIN: 08238968), who retires by rotation and offers himself for re-appointment.

Special Business:

3. Resolution 3 (Special): To appoint Mr. Bhargav Marepally as Managing Director for a period of five (5) years.

4. Resolution 4 (Special): To regularize the appointment of Mr. Chaitanya Challa (DIN: 06934113), Non-Executive Independent Director, for a further tenure of five (5) years.

Shareholder Interaction and Meeting Closure

The Chairman invited members to express views and make enquiries on the company's operations and financial performance, to which he responded.

The formal business of the AGM was closed, and a 15-minute window was provided for e-voting at the AGM venue for those who had not voted remotely.

The Chairman stated that the final voting results would be determined by aggregating votes from both remote e-voting and e-voting at the venue. The results are to be announced, uploaded on the company's website, and submitted to BSE Limited and the National Stock Exchange of India Limited.

The meeting concluded at 11:32 A.M.