Meeting Details

The 42nd Annual General Meeting was held on Wednesday, July 29, 2026, at 4:00 PM (IST) through Video Conference (VC) and concluded at 5:10 PM (IST). The meeting was conducted in compliance with MCA General Circulars regarding virtual meetings.

Voting Process

The remote e-voting period was open from Sunday, July 26, 2026 (9:00 AM IST) to Tuesday, July 28, 2026 (5:00 PM IST). E-voting was also conducted during the AGM for shareholders who did not vote remotely. The scrutinizer was Amruta Rajarshi of Bokil Punde and Associates, appointed on May 20, 2026.

Resolution Outcomes

All seven resolutions contained in the Notice dated May 20, 2026, were passed with requisite majority:

Ordinary Business

1. Adoption of Financial Statements: Passed with 100% votes in favor from promoters (6,631,142 shares) and 99.88% from public shareholders (1,209,544 shares voted, representing 88.69% of public institution holdings).

2. Final Dividend Declaration: ₹110 per equity share for FY 2025-26 approved with 99.68% votes in favor. 25,059 votes (0.32%) were against from 7 public shareholders.

3. Director Re-appointment: Mr. Ashish Kumar Modi (DIN: 07680512) was re-appointed with 99.71% votes in favor. 22,737 votes (0.29%) were against from 29 public shareholders.

Special Business

4. Commission to Chairman: Special resolution for commission payable to Dr. Ganesh Natarajan (DIN: 00176393), Independent Director and Non-Executive Chairman, for FY 2025-26 passed with 99.81% votes in favor. 14,975 votes (0.19%) were against from 32 public shareholders.

5. Related Party Transaction - Ultimate Holding Company: Material related party transactions with Honeywell International Inc. for FY 2026-27 approved with 87.55% votes in favor. 151,212 votes (12.45%) were against from 42 public shareholders. Promoters did not vote on this resolution.

6. Related Party Transaction - Fellow Subsidiary: Material related party transactions with Honeywell Measurex (Ireland) Limited for FY 2026-27 approved with 87.55% votes in favor. 151,212 votes (12.45%) were against from 42 public shareholders. Promoters did not vote on this resolution.

7. Cost Auditor Remuneration: Ratification of cost auditor's remuneration for FY 2026-27 passed with 99.9998% votes in favor. Only 16 votes (0.0002%) were against from 6 public shareholders.

Shareholder Participation

  • Total outstanding shares: 8,841,523
  • Total votes polled: 7,843,128 to 7,845,917 across resolutions (88.71-88.74% turnout)
  • Promoter holding: 6,631,142 shares (100% participation through e-voting)
  • Public institution holding: 1,363,807 shares (88.69-88.89% participation)
  • Public non-institution holding: 846,574 shares (0.28-0.29% participation)
  • 41 public shareholders attended via video conferencing
  • No invalid votes were recorded across any resolution