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

Meeting Details

  • Date of Meeting: September 30, 2026
  • Meeting Type: 73rd Annual General Meeting (AGM)
  • Conduct: Held through Video Conferencing (VC) or Other Audio Visual Means (OAVM)
  • Cut-off Date: September 23, 2026 (for determining voting entitlements)

Proposed Resolutions and Implications

The AGM considered six resolutions:

Ordinary Business:

1. Receipt and adoption of Audited Standalone and Consolidated Financial Statements for year ended March 31, 2026, along with Directors' and Auditors' reports

2. Re-appointment of Smt. Sameena Kohli (DIN: 10663362) as director retiring by rotation

3. Authorization to Board to fix remuneration of Independent Auditors appointed by C&AG of India for 2026-27

Special Business:

4. Appointment of Shri. Ramesh Kumar N. (DIN: 11630127) as Chairman & Managing Director (liable to retire by rotation) per Ministry of Heavy Industries order dated March 24, 2026

5. Appointment of Ms. Nigar Fatima Husain (DIN: 11688785) as Government Nominee Director (liable to retire by rotation) per Ministry order dated April 27, 2026

6. Appointment of Shri. Dharmender Varada (DIN: 00056981) as Independent Director (not liable to retire by rotation) per Ministry order dated August 14, 2026

Voting Process and Methods

The voting was conducted through two methods:

1. Remote E-voting: Open from September 27, 2026 (9:00 AM) to September 29, 2026 (5:00 PM) through KFin Technologies Limited

2. E-voting at AGM: For shareholders present at AGM who had not voted remotely

Total shareholders on record date: 26,560

Key Voting Outcomes

Overall Participation

  • Total outstanding shares: 1,20,40,91,640
  • Total votes polled: 1,12,84,23,529 (93.7158% participation)

Resolution-wise Results:

Resolution 1 (Ordinary - Financial Statements):

  • Votes in favor: 1,12,83,60,915 (99.9945%)
  • Votes against: 62,614 (0.0055%)

Resolution 2 (Ordinary - Director Re-appointment):

  • Votes in favor: 1,12,83,57,915 (99.9942%)
  • Votes against: 65,614 (0.0058%)

Resolution 3 (Ordinary - Auditor Remuneration):

  • Votes in favor: 1,12,83,60,915 (99.9945%)
  • Votes against: 62,614 (0.0055%)

Resolution 4 (Ordinary - C&MD Appointment):

  • Votes in favor: 1,12,83,60,915 (99.9945%)
  • Votes against: 62,614 (0.0055%)

Resolution 5 (Ordinary - Government Nominee Director):

  • Votes in favor: 1,12,83,60,915 (99.9945%)
  • Votes against: 62,614 (0.0055%)

Resolution 6 (Special - Independent Director):

  • Votes in favor: 1,12,83,60,915 (99.9945%)
  • Votes against: 62,614 (0.0055%)

Category-wise Breakdown:

Promoter and Promoter Group:

  • Shares held: 1,12,80,56,626
  • Votes polled: 1,12,80,56,626 (100% participation)
  • Voted 100% in favor on all resolutions

Public Institutions:

  • Shares held: 25,510
  • Minimal participation with no material impact on results

Public Non-Institutions:

  • Shares held: 7,60,09,504
  • Votes polled: 3,66,903 (0.4827% participation)
  • Average 82.93% in favor, 17.07% against across resolutions

Scrutinizer's Role and Findings

Vinod H N, Practicing Chartered Accountant, was appointed as Scrutinizer under Section 108 of Companies Act 2013 and Regulation 44 of SEBI LODR Regulations 2015. His responsibilities included:

  • Scrutinizing remote e-voting process
  • Scrutinizing e-voting process at AGM
  • Verifying and reporting voting results

The scrutinizer confirmed:

  • Remote e-voting was unblocked on September 29, 2026 at 5:03 PM in presence of two witnesses
  • E-voting at AGM was unblocked on September 30, 2026 at 3:59 PM in presence of two witnesses
  • All resolutions passed with requisite majority
  • No invalid votes across all resolutions
  • Minimal abstained votes (1 ballot with 1 vote in Resolution 1 only)

Compliance Confirmation

The voting process complied with:

  • Companies Act, 2013
  • Companies (Management and Administration) Rules, 2014
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • MCA and SEBI circulars regarding AGM conduct through VC/OAVM

Additional Information

The original submission was made to stock exchanges on October 1, 2026, but contained a typographical error in Resolution No. 1 data, necessitating this revised submission. The scrutinizer report remains unchanged from the original submission.