Meeting Details

The 36th Annual General Meeting of Mazda Limited was held on Monday, September 21, 2026, at 12:00 p.m. The meeting was conducted entirely through Video Conference (VC) / Other Audio Visual Means (OAVM). The record date for determining shareholders eligible to vote was September 14, 2026. On the record date, the total number of shareholders was 13,388.

Shareholder Participation

  • No shareholders were present at the meeting in person or through proxy.
  • 3 shareholders from the Promoter and Promoter group attended the meeting through video conferencing.
  • 61 Public shareholders attended the meeting through video conferencing.

Summary of Proposed Resolutions

Six resolutions were proposed and voted upon at the AGM:

1. Ordinary Resolution: For consideration and adoption of the financial statements for the year ended March 31, 2026, including the Audited Balance Sheet, Statement of Profit and Loss, and reports of the Directors and Auditors.

2. Ordinary Resolution: For declaration of a Final Dividend of ₹4 per equity share (face value ₹2 each) for the financial year ended March 31, 2026.

3. Ordinary Resolution: For the re-appointment of Mr. Samuel Croll - III (DIN: 01407244), who retired by rotation.

4. Ordinary Resolution: For the re-appointment of Mr. Mohib Khericha (DIN: 00010365), who retired by rotation.

5. Ordinary Resolution: For ratification of remuneration payable to the Cost Auditor for the financial year 2026-27.

6. Special Resolution: For consideration and approval for the continuation of the directorship of Mr. Mohib Khericha (DIN: 00010365) as a Non-Executive Director after attaining the age of 75 years.

Voting Process and Methods

The voting was conducted through two methods:

1. Remote E-Voting: Managed by Central Depository Services (India) Limited (CDSL). The voting period was from Friday, September 18, 2026 (9:00 a.m.) to Sunday, September 20, 2026 (5:00 p.m.).

2. E-Voting during the AGM: Conducted for members who attended the AGM via VC/OAVM and had not voted remotely. E-voting on all six agenda items was conducted together during the meeting.

The paid-up capital as of the record date was ₹4,00,50,000, divided into 2,00,25,000 equity shares of ₹2 each.

Key Voting Outcomes

Resolution 1: Adoption of Financial Statements

  • Total Votes Cast: 100,311,07
  • Votes in Favour: 100,311,07 (100.00%)
  • Votes Against: 0 (0.00%)

Resolution 2: Declaration of Final Dividend (₹4 per share)

  • Total Votes Cast: 100,311,07
  • Votes in Favour: 100,311,07 (100.00%)
  • Votes Against: 0 (0.00%)

Resolution 3: Re-appointment of Mr. Samuel Croll - III

  • Total Votes Cast: 100,311,07
  • Votes in Favour: 100,311,07 (100.00%)
  • Votes Against: 0 (0.00%)

Resolution 4: Re-appointment of Mr. Mohib Khericha

  • Total Votes Cast: 100,311,07
  • Votes in Favour: 100,311,07 (100.00%)
  • Votes Against: 0 (0.00%)

Resolution 5: Ratification of Cost Auditor Remuneration

  • Total Votes Cast: 100,311,07
  • Votes in Favour: 100,311,07 (100.00%)
  • Votes Against: 0 (0.00%)

Resolution 6: Continuation of Mr. Mohib Khericha's Directorship (Special Resolution)

  • Total Votes Cast: 100,308,14
  • Votes in Favour: 100,308,14 (100.00%)
  • Votes Against: 298 (0.00%)

All resolutions were passed.

Scrutinizer's Role and Findings

CS Rutul J. Shukla, Practicing Company Secretary, was appointed as the Scrutinizer. His responsibilities included scrutinizing both the remote e-voting and e-voting during the AGM to ascertain the majority on each resolution, as per Section 108 of the Companies Act, 2013 and Rule 20 of The Companies (Management and Administration) Rules, 2014.

The Scrutinizer unblocked the remote e-voting results on September 21, 2026, at approximately 1:29 p.m. in the presence of two independent witnesses. The e-voting during the AGM was closed/blocked after seeking permission from the Chairman and unblocked immediately after the meeting concluded. The electronic ballots were reconciled with the company's records and the authorization/proxies lodged.

The Scrutinizer's report confirmed that all resolutions were duly passed by the requisite majority. A CD/Excel sheet containing the detailed list of shareholders who voted for, against, or whose votes were invalid was prepared for safe keeping with the company.

Compliance Confirmation

The report and voting process confirm compliance with the Companies Act, 2013, SEBI LODR Regulations, 2015, and other applicable rules and circulars.