Meeting Details

The 72nd Annual General Meeting (AGM) of the Company was held on Tuesday, July 21, 2026, at 11:30 A.M. (IST). The meeting was conducted entirely through Video Conferencing (VC)/Other Audio Visual Means (OAVM) in compliance with MCA General Circulars, which also dispensed with the requirement for physical attendance and the facility for appointing proxies.

Summary of Proposed Resolutions

Four resolutions were proposed for shareholder approval:

  • Item No. 1 (Ordinary Resolution): Adoption of Audited Financial Statements for the financial year ended March 31, 2026, and the Board's and Auditors' Report thereon.
  • Item No. 2 (Ordinary Resolution): Declaration of a Final Dividend for the financial year 2025-26.
  • Item No. 3 (Ordinary Resolution): Re-appointment of Sri Srivats Ram (DIN: 00063415) as a Director, liable to retire by rotation.
  • Item No. 4 (Ordinary Resolution): Approval for Material Related Party Transactions to be entered with M/s. Brakes India Private Limited up to an aggregate value of Rs.500 crores.

Voting Process

The voting process comprised two methods:

1. Remote e-Voting: Commenced on Friday, July 17, 2026, at 09:00 A.M. (IST) and ended on Monday, July 20, 2026, at 05:00 P.M. (IST). This was facilitated by Central Depository Services (India) Limited (CDSL).

2. e-Voting at the AGM: Members present at the virtual AGM who had not voted via remote e-Voting were allowed to cast their votes through the e-Voting system provided by CDSL during the meeting.

The cut-off date for determining members eligible to vote was Tuesday, July 14, 2026.

Key Voting Outcomes

Overall Results

All four resolutions were passed with the requisite majority. The consolidated results from both remote e-voting and e-voting at the AGM are as follows:

Item No. 1: Adoption of Financial Statements

  • Total Valid Votes Cast: 119
  • Total Shares Voted: 8,110,007
  • Votes in Favor: 117 members (8,110,007 shares | 100%)
  • Votes Against: 2 members (2 shares | 0%)
  • Abstained Votes: 0 members (0 shares)
  • Invalid Votes: 0

Item No. 2: Declaration of Final Dividend

  • Total Valid Votes Cast: 119
  • Total Shares Voted: 8,110,007
  • Votes in Favor: 117 members (8,110,007 shares | 100%)
  • Votes Against: 2 members (2 shares | 0%)
  • Abstained Votes: 0 members (0 shares)
  • Invalid Votes: 0

Item No. 3: Re-appointment of Director

  • Total Valid Votes Cast: 111
  • Total Shares Voted: 7,787,003
  • Votes in Favor: 109 members (7,787,003 shares | 100%)
  • Votes Against: 2 members (2 shares | 0%)
  • Abstained Votes: 8 members (323,004 shares)
  • Invalid Votes: 0

Item No. 4: Related Party Transactions

  • Total Valid Votes Cast: 61
  • Total Shares Voted: 403,252
  • Votes in Favor: 59 members (403,252 shares | 99.9995%)
  • Votes Against: 2 members (2 shares | 0.0005%)
  • Abstained Votes: 49 members (7,483,880 shares)
  • Invalid Votes: 9 members (222,875 votes declared invalid)

Scrutinizer's Role and Findings

M. Damodaran, Managing Partner of M Damodaran & Associates LLP, was appointed as the Scrutinizer. His responsibility was to scrutinize the voting process in a fair and transparent manner and ascertain the requisite majority. The e-Voting data was downloaded from CDSL's system on Tuesday, July 21, 2026, at 12:01 P.M. (IST) in the presence of two independent witnesses. The Scrutinizer concluded that all resolutions were passed and that the electronic data and records would be handed over to the Company Secretary for preservation after the Chairman approves the meeting minutes.

Compliance Confirmation

The report confirms that the voting process was conducted in compliance with the Companies Act, 2013, its associated rules, and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The notice and annual report were disseminated electronically as per MCA Circulars.