Meeting Details

The approval of members was sought through a remote e-voting process via postal ballot, as per Section 110 of the Companies Act, 2013 read with Rule 22 of the Companies (Management and Administration) Rules, 2014. The process was conducted entirely through electronic means, with no physical meeting or polling. The cut-off date for determining eligibility to vote was Friday, June 05, 2026. The remote e-voting commenced on June 08, 2026, and concluded on July 08, 2026, at 5:00 PM.

Proposed Resolutions and Implications

Shareholders were asked to vote on four special resolutions:

1. Special Resolution - To approve HCG Employee Stock Option Scheme - 2026: Establishment of a new ESOP scheme for employees.

2. Special Resolution - To approve grant of stock options to employees of group companies: Extension of the ESOP scheme to employees of subsidiary and associate companies.

3. Special Resolution - To approve grant of employee stock options exceeding 1% of issued share capital: Approval for granting options to a single employee exceeding the 1% threshold of the company's issued share capital.

4. Special Resolution - Reappointment of Mr. Rajiv Maliwal (DIN: 00869035) as an Independent Director: Continuation of his directorship on the board.

Voting Process and Methods

The voting was conducted solely through remote e-voting, with no physical postal ballot forms used. The notice of postal ballot was sent via email to members whose email addresses were available with the company or its Registrar and Share Transfer Agent, in compliance with MCA Circulars related to COVID-19. The e-voting platform was used for casting votes, which were unblocked for scrutiny on July 08, 2026, at 5:00 PM.

Key Voting Outcomes

Overall Participation

  • Total equity shares on cut-off date: 14,93,02,203
  • Total votes cast through e-voting: 12,47,30,502 shares (83.54% of total equity capital)
  • Number of members who voted: 256

Resolution-wise Results:

1. HCG Employee Stock Option Scheme - 2026

  • Net valid e-votes: 12,47,29,999 shares (83.54%)
  • Votes in favor: 10,71,66,982 shares (85.92% of net valid votes)
  • Votes against: 1,75,63,017 shares (14.08% of net valid votes)

2. Grant of options to group company employees

  • Net valid e-votes: 12,47,29,983 shares (83.54%)
  • Votes in favor: 10,71,66,965 shares (85.92% of net valid votes)
  • Votes against: 1,75,63,018 shares (14.08% of net valid votes)

3. Grant exceeding 1% to single employee

  • Net valid e-votes: 12,47,29,931 shares (83.54%)
  • Votes in favor: 10,71,66,868 shares (85.92% of net valid votes)
  • Votes against: 1,75,63,063 shares (14.08% of net valid votes)

4. Reappointment of Mr. Rajiv Maliwal

  • Net valid e-votes: 12,47,29,513 shares (83.54%)
  • Votes in favor: 10,72,12,926 shares (85.96% of net valid votes)
  • Votes against: 1,75,16,587 shares (14.04% of net valid votes)

Category-wise Voting Breakdown:

The results were further categorized by promoter group, public institutions, and public non-institutions:

  • Promoter & Promoter Group: 95.86% participation with 100% approval across all resolutions
  • Public Institutions: 87.41% participation with varying approval rates (38.99%-66.83% across resolutions)
  • Public Non-Institutions: 0.48% participation with high approval rates (87.48%-87.60% across resolutions)

Scrutinizer's Role and Findings

Mr. V Sreedharan, Senior Partner of V Sreedharan and Associates, Company Secretaries, was appointed as the scrutinizer for the postal ballot process. His key findings:

  • The e-voting process was conducted in compliance with applicable regulations
  • Votes cast through electronic means were unblocked on July 08, 2026, at 5:00 PM
  • Shareholding was matched with the Register of Members/beneficiary list as of the cut-off date
  • Only votes cast by the deadline were considered valid
  • No physical ballot papers were received, eliminating issues of late receipt, undelivered envelopes, or defaced/mutilated ballots
  • All e-registers and records were emailed to the Company Secretary for safe custody
  • The scrutinizer confirmed the validity of the process and recommended declaration of results

Compliance Confirmation

The company confirmed compliance with:

  • Section 110 of the Companies Act, 2013
  • Rule 22 of the Companies (Management and Administration) Rules, 2014
  • Regulation 44(3) of SEBI Listing Regulations
  • SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026
  • SEBI Circular SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023
  • Relevant MCA Circulars regarding electronic voting during COVID-19

Additional Information

The full details are available on the company's website at https://www.hcgoncology.com/. The company's registered office is at HCG Towers #8, P. Kalinga Rao Road, Sampangi Ram Nagar, Bengaluru - 560 027, with corporate office at #3, G-Floor, Tower Block, Unity Buildings Complex, Mission Road, Bengaluru - 560 027. Company CIN: L15200KA1998PLC023489.