Meeting Details

The 31st Annual General Meeting was held on Thursday, 24th September 2026 at 11:00 A.M through Video Conferencing (VC)/Other Audio-Visual Means (OAVM) without physical presence of members, in accordance with MCA circulars regarding COVID-19 precautions.

Proposed Resolutions and Implications

Five resolutions were proposed and voted upon:

1. Ordinary Resolution: To receive, consider and adopt the Audited Financial Statements of the Company along with Audited Consolidated Financial Statements for the Financial Year ended 31.03.2026 together with Reports of Auditor and Board of Directors

2. Ordinary Resolution: To declare Dividend at the rate of 10% on the face value of the Equity Shares

3. Ordinary Resolution: To appoint Mr. Vinod R. Sethi (DIN: 00106598) as Director who retires by rotation

4. Special Resolution: Minimum Remuneration paid to Ms. Kiran Velagapudi (DIN: 00091466), Executive Director, during Financial Year 2025-26

5. Ordinary Resolution: To approve remuneration payable for conducting Cost Audit for FY ending 31.03.2027 to Messrs. SRR and Associates, Cost Accountants, Chennai

Voting Process and Methods

The voting process utilized NSDL's e-voting platform with:

  • Remote e-voting period: Monday, September 21, 2026 (9:00 AM IST) to Wednesday, September 23, 2026 (5:00 PM IST)
  • E-voting during AGM: After declaration of voting by Chairperson for shareholders present through VC/OAVM
  • Cut-off date for shareholder eligibility: Thursday, September 17, 2026
  • Physical presence and proxy appointments were dispensed with due to COVID-19 precautions

Key Voting Outcomes

Overall Participation

  • Total shares outstanding: 113,385,050
  • Total votes polled: 50,295,808 (44.3584% of outstanding shares)

Resolution-wise Results:

Resolution 1 (Ordinary - Financial Statements Adoption)

  • Total votes: 50,295,808
  • Votes in favor: 50,295,591 (99.9996%)
  • Votes against: 217 (0.0004%)
  • Number of members voting: 178 (163 in favor, 15 against)

Resolution 2 (Ordinary - 10% Dividend Declaration)

  • Total votes: 50,295,833
  • Votes in favor: 50,291,247 (99.9909%)
  • Votes against: 4,586 (0.0091%)
  • Number of members voting: 179 (162 in favor, 17 against)

Resolution 3 (Ordinary - Director Reappointment)

  • Total votes: 50,295,808
  • Votes in favor: 50,284,052 (99.9766%)
  • Votes against: 11,756 (0.0234%)
  • Number of members voting: 178 (159 in favor, 19 against)

Resolution 4 (Special - Executive Director Remuneration)

  • Total votes: 50,295,808
  • Votes in favor: 50,281,182 (99.9709%)
  • Votes against: 14,626 (0.0291%)
  • Number of members voting: 178 (156 in favor, 22 against)

Resolution 5 (Ordinary - Cost Audit Remuneration)

  • Total votes: 50,295,808
  • Votes in favor: 50,295,082 (99.9986%)
  • Votes against: 726 (0.0014%)
  • Number of members voting: 178 (160 in favor, 18 against)

Shareholder Category Breakdown:

Promoter and Promoter Group

  • Shares held: 48,311,866
  • Votes polled: 47,909,366 (99.1669% of shares held)
  • Voted unanimously in favor on all resolutions (100% approval)

Public Institutions

  • Shares held: 13,716
  • No votes polled from this category

Public Non-Institutions

  • Shares held: 65,059,468
  • Votes polled: 2,386,442 (3.6681% of shares held)
  • Showed varying levels of dissent across resolutions:
  • Resolution 1: 217 against (0.0091% of votes polled)
  • Resolution 2: 4,586 against (0.1922% of votes polled)
  • Resolution 3: 11,756 against (0.4926% of votes polled)
  • Resolution 4: 14,626 against (0.6129% of votes polled)
  • Resolution 5: 726 against (0.0304% of votes polled)

Scrutinizer's Role and Findings

P Muthukumaran, Practising Company Secretary (COP No. 20333), partner of P Muthukumaran and Associates, was appointed as Scrutinizer. His responsibilities included:

  • Preparing scrutinizer report based on votes cast "in favour" or "against" resolutions
  • Using reports generated from NSDL's e-voting system
  • Conducting vote counting in presence of two independent witnesses
  • Confirming all resolutions passed with requisite majority

The electronic data and relevant records remain in the scrutinizer's safe custody until the chairperson approves and signs the meeting minutes.

Compliance Confirmation

The meeting was conducted in compliance with:

  • Section 108 of Companies Act, 2013
  • Rule 20 & 21 of Companies (Management and Administration) Rules, 2014
  • Regulation 44 of SEBI (LODR) Regulations, 2015
  • MCA Circulars regarding COVID-19 measures for virtual meetings