Meeting Details
- Date: Wednesday, 30th September, 2026
- Time: 12:30 P.M.
- Location: Registered office of Themis Medicare Limited at 69/A, GIDC Industrial Estate, Vapi-396195, Dist. Valsad, Gujarat
- Meeting Type: 45th Annual General Meeting
Proposed Resolutions and Implications
Nine resolutions were proposed for shareholder approval:
1. Adoption of audited financial statements for FY ended 31st March, 2026
2. Re-appointment of Dr. Dinesh S. Patel (DIN: 00033273) who retires by rotation
3. Declaration of dividend on equity shares for FY 2025-26
4. Ratification of remuneration to Cost Auditor for FY 2026-27
5. Payment of commission to Dr. Dinesh S. Patel, Non-Executive Chairman
6. Payment of commission to Dr. Sachin D. Patel (DIN: 00033353)
7. Approval to avail loan and guarantee from Promoters/Promoters Group to finance acquisition/growth opportunities
8. Raising funds by issue of Equity Shares through Preferential Issue
9. Amendment in the Articles of Association of the Company
Voting Process and Methods
- Remote e-voting: Conducted through CDSL on www.evotingindia.com
- Voting period: Sunday, 27th September, 2026 at 9:00 AM to Tuesday, 29th September, 2026 at 5:00 PM
- Physical poll: Conducted during the AGM using ballot papers
- Cut-off date: Wednesday, 23rd September 2026 for determining voting eligibility
- Scrutinizer: Mr. Ketan Ravindra Shirwadkar of KRS AND CO., Practicing Company Secretaries, appointed by Board resolution dated 25th May 2026
Key Voting Outcomes
Overall Participation
- Total votes cast: 98,449,354 shares (75.6420% of outstanding 130,151,705 shares)
- Remote e-voting: 92,268,242 shares (93.7215% of total votes)
- Physical poll: 6,181,112 shares (6.2785% of total votes)
- Total members voting: 129 (92 via e-voting, 37 via physical poll)
Resolution-wise Results
Item 1: Adoption of Financial Statements
- In favor: 98,449,354 votes (100.00%)
- Against: 0 votes (0.00%)
- Invalid: 0 votes
Item 2: Re-appointment of Dr. Dinesh S. Patel
- In favor: 98,402,521 votes (99.9524%)
- Against: 46,833 votes (0.0476%)
- Invalid: 0 votes
Item 3: Dividend Declaration
- In favor: 98,449,354 votes (100.00%)
- Against: 0 votes (0.00%)
- Invalid: 0 votes
Item 4: Cost Auditor Remuneration
- In favor: 98,449,354 votes (100.00%)
- Against: 0 votes (0.00%)
- Invalid: 0 votes
Item 5: Commission to Dr. Dinesh S. Patel
- In favor: 98,448,066 votes (99.9987%)
- Against: 1,288 votes (0.0013%)
- Invalid: 0 votes
Item 6: Commission to Dr. Sachin D. Patel
- In favor: 98,448,066 votes (99.9987%)
- Against: 1,288 votes (0.0013%)
- Invalid: 0 votes
Item 7: Promoter Loans/Guarantees (REJECTED)
- In favor: 8,473,302 votes (40.1441%)
- Against: 12,633,908 votes (59.8559%)
- Invalid: 76,681,817 votes
Item 8: Preferential Issue
- In favor: 98,448,066 votes (99.9987%)
- Against: 1,288 votes (0.0013%)
- Invalid: 0 votes
Item 9: Amendment to Articles of Association
- In favor: 85,167,927 votes (87.1527%)
- Against: 12,554,774 votes (12.8473%)
- Invalid: 0 votes
Participation Breakdown by Shareholder Category
Promoter and Promoter Group (77,218,083 shares)
- Votes polled: 77,172,374 shares (99.9408% of their holding)
- Voting pattern: 100% in favor on all resolutions except Item 7 where they did not vote
Public Institutions (21,431,072 shares)
- Votes polled: 15,487,687 shares (72.2674% of their holding)
- Voting pattern: Mostly in favor except slight opposition (0.3%) to director reappointment and commissions
Public Non-Institutions (31,502,550 shares)
- Votes polled: 5,789,293 shares (18.3772% of their holding)
- Voting pattern: 100% in favor on all resolutions
Scrutinizer's Role and Findings
Mr. Ketan Ravindra Shirwadkar verified that:
- The voting process was conducted fairly and transparently
- Remote e-voting data was unblocked on 30th September 2026 in presence of two independent witnesses
- Physical poll papers were scrutinized and reconciled with company records
- Resolution No. 7 (promoter loans/guarantees) did not receive requisite majority and was rejected
- All other resolutions passed with requisite majority
Compliance Confirmation
The disclosure confirms compliance with:
- Section 108 of the Companies Act, 2013
- Rule 20 of the Companies (Management and Administration) Rules, 2014
- Regulation 44(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015