Meeting Details

The approval was sought entirely through a remote e-voting process (postal ballot) without a physical meeting. The cut-off date for determining shareholder eligibility was Friday, August 28, 2026. The remote e-voting period concluded on Saturday, October 2, 2026, at 5:00 PM, which is deemed the date of passing for the resolution.

Proposed Resolution and Implications

The single special resolution proposed was: "To approve shifting of Registered Office from the 'State of Karnataka' to the 'State of West Bengal' and consequent amendment to Clause II of the Memorandum of Association of the Company." This constitutes a significant operational change requiring shareholder approval.

Voting Process

The voting was conducted solely through a remote e-voting system. No physical polling or physical postal ballot forms were used. The notice of postal ballot was sent via email on September 2, 2026, to all members whose email addresses were available with the company or its Registrar and Share Transfer Agent (RTA).

Key Voting Outcomes

Overall Results

  • Total Number of Shareholders on Record Date: 651,777
  • Total Number of Equity Shares Outstanding: 152,274,811
  • Total Votes Polled (Shares): 82,372,315
  • Overall Voter Turnout (% of shares): 54.094%
  • Votes in Favor (Shares): 82,065,083
  • Votes Against (Shares): 307,232
  • Percentage in Favor (of votes polled): 99.63%
  • Percentage Against (of votes polled): 0.37%

Category-wise Breakdown

| Category | Shares Held | Votes Polled | % Turnout | Votes In Favor | Votes Against | % In Favor |

| Promoter and Promoter Group | 67,323,400 | 67,194,571 | 99.8086% | 67,194,571 | 0 | 100.0000% |

| Public - Institutions | 17,664,975 | 13,244,135 | 74.9740% | 13,139,537 | 104,598 | 99.2102% |

| Public - Non Institutions | 67,286,436 | 1,933,609 | 2.8737% | 1,730,975 | 202,634 | 89.5204% |

| TOTAL | 152,274,811 | 82,372,315 | 54.0945% | 82,065,083 | 307,232 | 99.6270% |

Note: The scrutinizer's annexure reports a net valid vote count of 82,372,315 shares from 1,388 members, with 29 invalid votes (3,261 shares) identified.

Scrutinizer's Role and Findings

Mr. Pradeep B Kulkarni (FCS) of M/s V Sreedharan and Associates, Practicing Company Secretaries, was appointed scrutinizer by the Board of Directors on August 31, 2026. His key findings, dated October 5, 2026, are:

  • The e-voting process was unblocked for scrutiny on October 2, 2026, at 5:00 PM.
  • Votes cast through electronic means were scrutinized and matched against the shareholding register/list of beneficiaries as of the cut-off date.
  • All e-registers and records relating to the e-voting were emailed to the Company Secretary for safe custody.
  • He confirmed the resolution was validly passed and recommended the result be declared.

Compliance Confirmation

The process was conducted in compliance with:

  • Sections 108 and 110 of the Companies Act, 2013.
  • The Companies (Management and Administration) Rules, 2014.
  • Relevant General Circulars issued by the Ministry of Corporate Affairs (MCA Circulars).
  • Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The results have been filed with BSE Limited (Scrip Code: 543227) and the National Stock Exchange of India Limited (Scrip Code: HAPPSTMNDS).