Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Hikal Limited

Meeting Details

The 38th AGM was held on Wednesday, September 23, 2026, at 11:30 a.m. IST through Video Conferencing (VC)/Other Audio Visual Means (OAVM) without physical presence of members. The meeting concluded at 12:12 p.m. IST. A total of 83 members attended the meeting through VC/OAVM.

Proposed Resolutions and Implications

Six ordinary resolutions were proposed for shareholder approval:

1. Adoption of audited standalone and consolidated financial statements for FY 2025-26

2. Confirmation of interim dividend of ₹0.20 per share and declaration of final dividend of ₹0.40 per share (aggregating ₹0.60 per share of face value ₹2 each)

3. Re-appointment of Mr. Sarangan Suresh (DIN: 10562713) who retires by rotation

4. Appointment of Mr. Sameer Hiremath (DIN: 00062129) as Chairman and Managing Director and fixation of his remuneration

5. Revision in remuneration of Mr. Sarangan Suresh, Whole-Time Director

6. Ratification of remuneration to be paid to Cost Auditors for FY 2026-27

Voting Process and Methods

The voting was conducted through remote e-voting facilitated by National Securities Depository Limited (NSDL). The remote e-voting period commenced at 09:00 a.m. IST on Saturday, September 19, 2026, and concluded at 05:00 p.m. IST on Tuesday, September 22, 2026. The e-voting facility was also kept open for 15 minutes after the conclusion of the AGM.

Key Voting Outcomes

Total Shareholders on Record Date: 75,920

Shareholders Attending Virtually: 83 (15 Promoters/Promoter Group, 68 Public)

Total Votes Cast: 96,931,328 shares (78.61% of total outstanding shares)

Resolution-wise Results:

Resolution 1: Adoption of Financial Statements

  • Total Votes Polled: 96,868,987 (78.56%)
  • Votes in Favour: 54,529,462 (56.29%)
  • Votes Against: 42,339,525 (43.71%)
  • Category Breakdown:
  • Promoters: 84,892,764 votes (100% participation); 50.60% in favour, 49.40% against
  • Public Institutions: 7,542,212 votes (90.75% participation); 100% in favour
  • Public Non-Institutions: 4,434,011 votes (14.73% participation); 91.01% in favour, 8.99% against

Resolution 2: Dividend Declaration

  • Total Votes Polled: 96,931,328 (78.61%)
  • Votes in Favour: 96,914,159 (99.98%)
  • Votes Against: 17,169 (0.02%)
  • Category Breakdown:
  • Promoters: 84,892,764 votes (100% participation); 100% in favour
  • Public Institutions: 7,604,553 votes (91.50% participation); 100% in favour
  • Public Non-Institutions: 4,434,011 votes (14.73% participation); 99.61% in favour, 0.39% against

Resolution 3: Re-appointment of Mr. Sarangan Suresh

  • Total Votes Polled: 96,931,328 (78.61%)
  • Votes in Favour: 53,480,956 (55.17%)
  • Votes Against: 43,450,372 (44.83%)
  • Category Breakdown:
  • Promoters: 84,892,764 votes (100% participation); 50.60% in favour, 49.40% against
  • Public Institutions: 7,604,553 votes (91.50% participation); 85.40% in favour, 14.60% against
  • Public Non-Institutions: 4,434,011 votes (14.73% participation); 90.99% in favour, 9.01% against

Resolution 4: Appointment of Mr. Sameer Hiremath as Chairman & MD

  • Total Votes Polled: 96,931,328 (78.61%)
  • Votes in Favour: 50,275,556 (51.87%)
  • Votes Against: 46,655,772 (48.13%)
  • Category Breakdown:
  • Promoters: 84,892,764 votes (100% participation); 50.60% in favour, 49.40% against
  • Public Institutions: 7,604,553 votes (91.50% participation); 43.42% in favour, 56.58% against
  • Public Non-Institutions: 4,434,011 votes (14.73% participation); 90.69% in favour, 9.31% against

Resolution 5: Revision in Remuneration of Mr. Sarangan Suresh

  • Total Votes Polled: 96,931,328 (78.61%)
  • Votes in Favour: 54,587,041 (56.32%)
  • Votes Against: 42,344,287 (43.68%)
  • Category Breakdown:
  • Promoters: 84,892,764 votes (100% participation); 50.60% in favour, 49.40% against
  • Public Institutions: 7,604,553 votes (91.50% participation); 100% in favour
  • Public Non-Institutions: 4,434,011 votes (14.73% participation); 90.90% in favour, 9.10% against

Resolution 6: Ratification of Cost Auditor Remuneration

  • Total Votes Polled: 96,931,328 (78.61%)
  • Votes in Favour: 54,591,633 (56.32%)
  • Votes Against: 42,339,695 (43.68%)
  • Category Breakdown:
  • Promoters: 84,892,764 votes (100% participation); 50.60% in favour, 49.40% against
  • Public Institutions: 7,604,553 votes (91.50% participation); 100% in favour
  • Public Non-Institutions: 4,434,011 votes (14.73% participation); 91.00% in favour, 9.00% against

Scrutinizer's Role and Findings

Mr. Dhrumil M. Shah, Partner of Dhrumil M. Shah & Co. LLP, Practising Company Secretaries, was appointed as Scrutinizer. The votes were unblocked on September 23, 2026, at 12:30 p.m. in the presence of two witnesses (Dhiraj Pallav and Khushi Shukla). The Scrutinizer certified that all resolutions were passed with the requisite majority and there were no invalid votes.

Compliance Confirmation

The AGM was conducted in compliance with the Companies Act, 2013, SEBI Listing Regulations, and relevant circulars from the Ministry of Corporate Affairs and SEBI. The voting was conducted as per Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014.

Additional Information

The reports were uploaded on the company's website (www.hikal.com) and the scrutinizer's report was uploaded on NSDL's website. All electronic voting records remain in the scrutinizer's safe custody until the Chairman approves and signs the minutes of the AGM.