Meeting Details
The 42nd Annual General Meeting will be held on Friday, September 25, 2026 at 11:00 A.M. through Video Conferencing (VC) / Other Audio-Visual Means (OAVM). The meeting is being conducted virtually in accordance with circulars issued by the Ministry of Corporate Affairs and SEBI, with the registered office of the Company deemed to be the venue.
Proposed Resolutions and Implications
Ordinary Business
1. To receive, consider and adopt: (a) the audited standalone financial statements for FY 2025-26 with reports of Board of Directors and Auditors, and (b) the audited consolidated financial statements for FY 2025-26 with Auditors' reports.
2. To appoint a director in place of Mr. Ashok Kumar Goel (DIN: 00025350) who retires by rotation and offers himself for re-appointment.
Special Business
3. Increase in borrowing limits: Special Resolution to enhance borrowing limit from ₹750 Crores to ₹1,000 Crores under Section 180(1)(c) of Companies Act, 2013. This is required to fund upstream oil and gas capital programs including B-80 Field development, B-15 Field development, PY-1 Field redevelopment, Dirok Field production enhancement, and North Dirok & Block-19 exploration.
4. Creation of charges: Special Resolution to authorize creation of charges, pledge, mortgage and hypothecation on movable and immovable properties (present and future) to secure borrowings under Section 180(1)(a) of Companies Act, 2013.
5. Investments, loans, guarantees and security: Special Resolution to approve making investments, giving loans, guarantees and security in excess of limits under Section 186 of Companies Act, 2013, up to ₹300 crores.
6. Ratification of remuneration to Cost Auditor: Ordinary Resolution to ratify remuneration of ₹2,50,000/- plus applicable taxes and reimbursement of out-of-pocket expenses payable to Mr. K. Suryanarayanan, Cost Accountant (Membership no. 24946) for FY 2026-27.
Voting Process and Methods
The Company is availing e-voting services of Central Depository Services (India) Limited (CDSL). The remote e-voting period begins from Sunday, September 20, 2026 (9:00 a.m. IST) and ends on Thursday, September 24, 2026 (5:00 p.m. IST). The Register of Members & Share Transfer Books will remain closed from Saturday, September 19, 2026 to Friday, September 25, 2026 (both days inclusive). The cut-off date for determining voting eligibility is Friday, September 18, 2026.
Members can vote through various methods:
- Individual shareholders with CDSL can login through Easi/Easiest facility or directly via CDSL website
- Individual shareholders with NSDL can use IDeAS facility or NSDL e-voting website
- Physical shareholders can vote through www.evotingindia.com using folio number and PAN
- Non-individual shareholders must register through the 'Corporates' module on CDSL platform
Scrutinizer Appointment
The Board of Directors has appointed M/s. S. Sandeep & Associates, Practicing Company Secretaries as the Scrutinizer to scrutinize the remote e-voting process and voting during the AGM in a fair and transparent manner.
Compliance with Laws and Regulations
The meeting is conducted in compliance with multiple regulatory circulars:
- MCA General Circulars: No. 14/2020, 17/2020, 20/2020, 22/2020, 33/2020, 39/2020, 02/2021, 10/2021, 20/2021, 02/2022, 10/2022, 9/2023, 09/2024, and 03/2025
- SEBI Circulars: SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133, SEBI/HO/CFD/PoD-2/P/CIR/2023/4, SEBI Master Circular no. SEBI/HO/CFD/PoD2/CIR/P/0155, Circular no. SEBI/HO/CFD/CMD2/CIR/P/2022/62, Circular no. SEBI/HO/CFD/CMD2/CIR/P/2021/11, and Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79
The notice complies with Section 102 of Companies Act, 2013 for explanatory statements and Regulation 36(3) of SEBI Listing Regulations for director information.
Additional Information
The document includes extensive instructions for shareholders regarding e-voting procedures, VC/OAVM attendance, registration requirements, and contact information for technical support. Members are advised that shares in physical form must be dematerialized for service requests, and unclaimed dividends beyond seven years have been transferred to IEPF.