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

Just Dial Limited

Meeting Details

The 32nd Annual General Meeting was held on Monday, August 31, 2026 at 5:30 PM IST through Video Conferencing (VC) / Other Audio-Visual Means (OAVM). The deemed venue for the meeting was the Registered Office of the Company at Palm Court Building-M, 501/8, 5th Floor, New Link Road, Beside Goregaon Sports Complex, Malad (West), Mumbai - 400064.

Proposed Resolutions and Implications

The Company sought approval for four resolutions:

1. Consideration and adoption of the audited financial statement for the financial year ended March 31, 2026 and the reports of the Board of Directors and Auditors thereon (Ordinary Resolution)

2. Appointment of Mr. V. Subramaniam (DIN: 00009621), a Director retiring by rotation (Ordinary Resolution)

3. Appointment of Ms. Geeta Fulwadaya (DIN: 03341926), a Director retiring by rotation (Ordinary Resolution)

4. Re-appointment of Mr. Ranjit Pandit (DIN: 00782296) as an Independent Director for a second term of 5 consecutive years w.e.f. September 1, 2026 until August 31, 2031 (Special Resolution)

Voting Process and Methods

The voting process included remote e-voting and e-voting (Insta Poll) at the AGM. Remote e-voting commenced on Wednesday, August 26, 2026 at 9:00 AM IST and ended on Sunday, August 30, 2026 at 5:00 PM IST through KFin Technologies Limited, the authorized e-voting agency. The facility for voting was also available at the AGM through e-voting (Insta Poll) for members who attended and had not already cast their vote through remote e-voting.

Key Voting Outcomes

Resolution 1 - Adoption of Financial Statements

  • Total votes cast: 7,42,57,213 (87.3111% of outstanding shares)
  • Votes in favor: 7,42,57,085 (99.9998% of votes polled)
  • Votes against: 128 (0.0002% of votes polled)
  • Category-wise participation:
  • Promoter and Promoter Group: 6,30,58,232 votes (100% participation)
  • Public-Institutions: 1,07,09,399 votes (89.4844% participation)
  • Public-Non Institutions: 4,89,582 votes (4.8846% participation)

Resolution 2 - Appointment of Mr. V. Subramaniam

  • Total votes cast: 7,42,61,525 (87.3161% of outstanding shares)
  • Votes in favor: 7,37,47,654 (99.3080% of votes polled)
  • Votes against: 5,13,871 (0.6920% of votes polled)
  • Category-wise participation:
  • Promoter and Promoter Group: 6,30,58,232 votes (100% participation)
  • Public-Institutions: 1,07,13,761 votes (89.5209% participation)
  • Public-Non Institutions: 4,89,532 votes (4.8841% participation)

Resolution 3 - Appointment of Ms. Geeta Fulwadaya

  • Total votes cast: 7,42,61,525 (87.3161% of outstanding shares)
  • Votes in favor: 7,41,37,794 (99.8334% of votes polled)
  • Votes against: 1,23,731 (0.1666% of votes polled)
  • Category-wise participation:
  • Promoter and Promoter Group: 6,30,58,232 votes (100% participation)
  • Public-Institutions: 1,07,13,761 votes (89.5209% participation)
  • Public-Non Institutions: 4,89,532 votes (4.8841% participation)

Resolution 4 - Re-appointment of Mr. Ranjit Pandit

  • Total votes cast: 7,42,61,525 (87.3161% of outstanding shares)
  • Votes in favor: 6,96,07,880 (93.7334% of votes polled)
  • Votes against: 46,53,645 (6.2666% of votes polled)
  • Category-wise participation:
  • Promoter and Promoter Group: 6,30,58,232 votes (100% participation)
  • Public-Institutions: 1,07,13,761 votes (89.5209% participation)
  • Public-Non Institutions: 4,89,532 votes (4.8841% participation)

Scrutinizer's Role and Findings

Vijay Babaji Kondalkar, partner of VKMG & Associates LLP, Practicing Company Secretaries, was appointed as Scrutinizer to scrutinize the voting process. The Scrutinizer confirmed that:

  • The remote e-voting and e-voting (Insta Poll) process was conducted in a fair and transparent manner
  • Votes were unblocked on August 31, 2026 after the conclusion of the AGM, witnessed by Mr. Arya Kondalkar and Mr. Prathmesh Gogarkar
  • All resolutions were passed with requisite majority
  • The register and records of voting will be handed over to the Company Secretary for preservation

Compliance Confirmation

The disclosure confirms compliance with:

  • Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Companies Act, 2013 and Rules made thereunder
  • MCA Circulars dated September 22, 2025 and related circulars
  • The notice of AGM and Annual Report were sent through electronic mode to shareholders and published on company and stock exchange websites
  • Newspaper advertisements were published in Financial Express (English) and LokSatta (Marathi) on August 7 and 9, 2026

Additional Information

  • Total number of shareholders on record date: 82,345
  • Shareholders present in meeting: Promoters - 1, Public - 100
  • Cut-off date for determining voting rights: Monday, August 24, 2026
  • Voting rights included shares held by IEPF Authority on which voting rights are frozen
  • No invalid votes were recorded across any category for any resolution