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

Meeting Details

Date: Saturday, 19th September, 2026

Time: 11:30 a.m. to 12:40 p.m. (IST)

Location: Conducted through Video Conferencing/Other Audio-Visual Means

Type of Meeting: 18th Annual General Meeting

Chairman: Mr. Vinod Rai, Chairman of the Company

Proposed Resolutions and Implications

The following six resolutions were proposed and approved at the meeting:

1. Ordinary Resolution: Adoption of Audited Financial Statements (Standalone and Consolidated) for the financial year ended 31st March, 2026, together with Reports of the Board of Directors and Auditors

2. Ordinary Resolution: Declaration of final dividend of ₹2.50 per equity share (face value ₹10 each) for the financial year ended 31st March, 2026

3. Ordinary Resolution: Re-appointment of Mr. TK Seetharam (DIN: 01021898) as Director who retires by rotation

4. Ordinary Resolution: Re-appointment of Mr. Salil Nair (DIN: 01955091) as Director who retires by rotation

5. Ordinary Resolution: Approval for acceptance of Deposits from Public/Members

6. Special Resolution: Consider payment of Remuneration to Mr. Vinod Rai (DIN: 00041867), Chairman (Non-Executive) & Independent Director for Financial Year 2026-27, which may exceed 50% of the total annual remuneration payable to all Non-Executive Directors

Voting Process and Methods

The voting process was conducted in compliance with Section 108 of the Companies Act, 2013, Rule 20 of the Companies (Management and Administration) Rules, 2014, and SEBI LODR Regulations:

  • Remote e-voting period: September 16, 2026 (9:00 a.m. IST) to September 18, 2026 (5:00 p.m. IST)
  • Voting platform: National Securities Depository Limited (NSDL) system
  • E-voting during meeting: Facility was also made available during the AGM for members who had not cast their votes earlier through remote e-voting
  • Scrutinizer: Mr. M. R. Thiagarajan (Membership Number - ACS 5327), Practicing Company Secretary, Coimbatore was appointed to supervise the remote e-voting and e-voting at the AGM

Key Voting Outcomes

The detailed voting results will be submitted to the stock exchanges separately in the format prescribed under Regulation 44 of the Listing Regulations. The specific results including total votes cast, percentage in favor and against, and participation breakdown by shareholder category are not provided in this document but will be disclosed separately.

Scrutinizer's Role and Findings

Mr. M. R. Thiagarajan was appointed as Scrutinizer to supervise the entire voting process. His findings and conclusions are not detailed in this document but will be part of the separate voting results submission.

Compliance Confirmation

The Company confirmed compliance with all applicable laws and regulations including:

  • Companies Act, 2013
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Circulars issued by the Ministry of Corporate Affairs (MCA)
  • Circulars issued by SEBI

The Registers as required under the Companies Act, 2013 and other relevant documents mentioned in the Notice were available for inspection.

Attendees

Directors Present:

  • Mr. Vinod Rai (Chairman)
  • Mr. TS Kalyanaraman (Managing Director)
  • Mr. T.K Seetharam (Whole-time Director)
  • Mr. T. K Ramesh (Whole-time Director)
  • Mr. C.R Rajagopal (Independent Director & Chairman of Audit and Nomination and Remuneration Committee)
  • Mr. Salil Nair (Non-Executive Director & Chairman of Risk Management Committee)
  • Mr. T.S. Anantharaman (Independent Director & Chairman of Stakeholders Relationship Committee)
  • Mr. Anish Kumar Saraf (Non-Executive Director)
  • Ms. Radhika Ramani (Independent Director)

Other Attendees:

  • Chief Executive Officer (Mr. Sanjay Raghuraman)
  • Chief Financial Officer
  • Company Secretary
  • Representatives of Statutory Auditors
  • Representatives of Secretarial Auditors

Additional Information

The meeting included a Chairman's welcome address, presentation of the Directors' Report and Independent Auditor's Report for FY 2025-2026, and a Q&A session where members could express views and seek clarifications on company operations and financial performance. The e-voting facility remained open for 15 minutes after the meeting concluded to enable members to cast their votes.