Meeting Details

The 45th AGM of Infosys Limited was held on June 23, 2026, through video conferencing and other audio-visual means. The meeting transacted business mentioned in the Notice dated May 28, 2026. The record date for determining shareholder eligibility was June 16, 2026.

Shareholder Participation

  • Total number of shareholders on record date: 3,010,238
  • Shareholders present in meeting: 0 Promoters, 0 Public
  • Shareholders attended through video conferencing: 1 Promoter, 325 Public

Proposed Resolutions and Outcomes

Six resolutions were considered and all passed with requisite majority:

Resolution 1: Adoption of Financial Statements (Ordinary Resolution)

  • Total votes polled: 3,243,507,392 shares (79.9434% of outstanding shares)
  • Votes in favor: 3,242,160,645 (99.9585% of votes polled)
  • Votes against: 1,346,747 (0.0415% of votes polled)
  • Promoter voting: 100% in favor (539,500,414 shares)
  • Public Institutions: 100% in favor (2,456,035,789 shares)
  • Public Non-Institutions: 99.4569% in favor (246,624,442 shares)

Resolution 2: Declaration of Dividend (Ordinary Resolution)

  • Total votes polled: 3,274,312,037 shares (80.7026% of outstanding shares)
  • Votes in favor: 3,273,937,929 (99.9886% of votes polled)
  • Votes against: 374,108 (0.0114% of votes polled)
  • Promoter voting: 100% in favor (539,500,414 shares)
  • Public Institutions: 100% in favor (2,486,813,021 shares)
  • Public Non-Institutions: 99.8491% in favor (247,624,494 shares)

Resolution 3: Appointment of Nandan M. Nilekani as Director (Ordinary Resolution)

  • Promoters interested in resolution: Yes
  • Total votes polled: 3,271,110,073 shares (80.6237% of outstanding shares)
  • Votes in favor: 3,236,243,073 (98.9341% of votes polled)
  • Votes against: 34,867,000 (1.0659% of votes polled)
  • Promoter voting: 100% in favor (539,500,414 shares)
  • Public Institutions: 99.1106% in favor (2,461,540,084 shares)
  • Public Non-Institutions: 94.8474% in favor (235,202,575 shares)

Resolution 4: Amendment to Infosys Expanded Stock Ownership Program - 2019 (Special Resolution)

  • Total votes polled: 3,270,919,446 shares (80.6190% of outstanding shares)
  • Votes in favor: 3,210,854,776 (98.1637% of votes polled)
  • Votes against: 60,064,670 (1.8363% of votes polled)
  • Promoter voting: 100% in favor (539,500,414 shares)
  • Public Institutions: 98.1969% in favor (2,438,846,442 shares)
  • Public Non-Institutions: 93.8329% in favor (232,507,920 shares)

Resolution 5: Amendment to ESOP for Subsidiary Employees (Special Resolution)

  • Promoters not interested in resolution: No
  • Total votes polled: 3,271,084,327 shares (80.6231% of outstanding shares)
  • Votes in favor: 3,211,006,363 (98.1634% of votes polled)
  • Votes against: 60,077,964 (1.8366% of votes polled)
  • Promoter voting: 100% in favor (539,500,414 shares)
  • Public Institutions: 98.1969% in favor (2,438,846,442 shares)
  • Public Non-Institutions: 93.8316% in favor (232,659,507 shares)

Resolution 6: Re-classification of Promoter Members to Public (Ordinary Resolution)

  • Promoters interested in resolution: Yes
  • Total votes polled: 3,214,594,217 shares (79.2307% of outstanding shares)
  • Votes in favor: 3,213,928,137 (99.9793% of votes polled)
  • Votes against: 666,080 (0.0207% of votes polled)
  • Promoter voting: 100% in favor (479,831,818 shares, 88.94% participation)
  • Public Institutions: 100% in favor (2,486,813,021 shares)
  • Public Non-Institutions: 99.7314% in favor (247,283,298 shares)
  • Note: In accordance with Regulation 31A(3)(a)(vi) of SEBI LODR, only the Applicants and their related persons abstained from voting

Voting Process and Scrutinizer Details

  • Voting methods: Remote e-voting and electronic voting during AGM
  • Remote e-voting period: June 18, 2026 (9:00 AM) to June 22, 2026 (5:00 PM)
  • E-voting service provider: National Securities Depository Limited (NSDL)
  • Scrutinizer: B Hemanth, Company Secretary in Practice, Partner of Hemanth, Holla & Co.
  • Votes unblocked on June 23, 2026 at 7:17 PM in presence of witnesses Ms. Swathi Holla and Ms. S Nagajyothi
  • Scrutinizer confirmed the voting process was fair and transparent

Compliance and Additional Information

  • Compliance with Section 108 of Companies Act, 2013 and Rule 20 of Companies (Management and Administration) Rules, 2014
  • Notice and material facts sent to shareholders as per Section 102 of Companies Act
  • Advertisement published on June 1, 2026 in Business Standard (English) and Prajavani (Kannada)
  • Integrated Annual Report 2025-26, ESG report, and Infosys Foundation report available on company website
  • Webcast archive of AGM available on company website