Proceedings of the 40th Annual General Meeting of The Hi-Tech Gears Limited
Purpose and Nature of Disclosure
This is a disclosure of the proceedings of the 40th Annual General Meeting (AGM) of The Hi-Tech Gears Limited, submitted pursuant to Regulation 30 read with Part A of Schedule-III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Date, Location, and Type of Meeting
The 40th AGM was held on Tuesday, September 22, 2026, at 05:00 P.M. The physical venue was the Registered Office of the Company at Plot No. 24, 25, 26, Sector-7, IMT Manesar, Gurugram, Haryana-122050. The meeting was conducted in a hybrid format with the facility for shareholders to attend through Video Conferencing (VC) or Other Audio Visual Means (OAVM), in accordance with circulars issued by the Ministry of Corporate Affairs and SEBI.
Summary of Proposed Resolutions
The following ordinary and special business resolutions were proposed for shareholder approval:
Ordinary Business:
- 1. To receive, consider and adopt the Audited Standalone and Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2026, together with the Reports of the Board of Directors and Auditors thereon.
- 2. To declare a final dividend @ 40% i.e. ₹4.00 per equity share (face value of ₹10 each) for the financial year 2025-2026.
- 3. To appoint a director in place of Mr. Bidadi Anjani Kumar (DIN: 00022417), who retires by rotation and offered himself for re-appointment.
- 4. To appoint a director in place of Mr. Kawal Jain (DIN: 00910924), who retires by rotation and offered himself for re-appointment.
Special Business:
- 5. Approval of remuneration of Cost Auditor for the financial year 2026-2027.
- 6. Re-appointment of Mr. Rajiv Batra (DIN: 00082866) as an Independent Director of the Company.
- 7. Continuation of directorship of Mr. Bidadi Anjani Kumar (DIN: 00022417) as a Non-Executive Non-Independent Director upon completion of 75 years of age.
Voting Process and Methods
The Company provided a comprehensive voting facility for shareholders:
- Remote E-Voting: The facility was provided through National Securities Depository Limited (NSDL). The voting period started on Saturday, September 19, 2026, at 9:00 A.M. and ended on Monday, September 21, 2026, at 5:00 P.M.
- Voting at the AGM: Members present at the meeting who had not cast their votes remotely were provided an opportunity to vote at the end of the meeting through physical ballot papers. There was no voting by show of hands.
- The electronic voting platform on NSDL remained open for an additional 15 minutes after the conclusion of the AGM to allow members to cast their votes.
Key Meeting Proceedings and Scrutinizer's Role
- Mr. Vijay Mathur, Executive Director & CFO, commenced the meeting.
- Mr. Shital Kumar Khatri, GM Legal & Secretarial, assisted in conducting the meeting and introduced the directors, senior management, and auditors present.
- Mr. Pranav Kapuria, a Director and Shareholder, was elected as the Chairman of the meeting.
- Mr. Nirbhay Kumar, Practicing Company Secretary, was appointed as the Scrutinizer to scrutinize the entire e-voting process for the resolutions.
- After the physical ballot voting was completed, the ballot box was taken into the Scrutinizer's custody.
- The Scrutinizer was tasked with consolidating the votes cast through remote e-voting, e-voting at the AGM, and physical ballot papers. He is to prepare a report of the voting on all resolutions and submit it to the Chairman or his authorized representative within two working days of the conclusion of the AGM.
- The final results of the voting will be declared after the receipt of the Scrutinizer's report and will be intimated to the stock exchanges and placed on the company's website.
Distribution of Annual Report and Compliance
- The Annual Report, containing financials, auditors' reports, management discussions, board report, and the notice with all annexures, was sent to all members.
- It was distributed electronically to members with registered email addresses and via physical copy to those who requested it.
- For shareholders without registered emails, a letter containing a web-link to access the complete Annual Report was sent.
- The requisite registers and documents referred to in the notice were made available for electronic inspection during the meeting.
Conclusion and Signatories
- The meeting commenced at 5:00 P.M. and concluded at 5:51 P.M.
- The disclosure is signed off by Vijay Mathur, Executive Director & CFO (DIN: 00006455).
The company has confirmed that the meeting was conducted in compliance with the Companies Act, SEBI LODR Regulations, and relevant MCA and SEBI circulars.