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

Meeting Details

  • Type of Meeting: 38th Annual General Meeting
  • Date: Friday, September 25, 2026
  • Time: 11:30 A.M. to 12:15 P.M.
  • Location: Conducted through Video Conferencing/Other Audio Visual Means

Summary of Proposed Resolutions and Implications

Nine resolutions were considered and approved at the meeting:

1. Ordinary Resolution: Adoption of standalone and consolidated financial statements for the year ended March 31, 2026

2. Ordinary Resolution: Declaration of dividend of ₹1.50 per equity share of ₹5 each for FY2026

3. Ordinary Resolution: Appointment of Mr. Kamal Oswal (DIN: 00493213) as Non-Executive Director liable to retire by rotation

4. Ordinary Resolution: Appointment of Mr. Dinesh Gogna (DIN: 00498670) as Non-Executive Director liable to retire by rotation

5. Ordinary Resolution: Ratification of remuneration of M/s Khushwinder Kumar & Associates (Firm Registration No. 000102) as Cost Auditors for FY2026-27

6. Special Resolution: Re-appointment of Dr. Anchal Kumar Jain (DIN: 09546925) as Independent Director for second term (May 25, 2027 to May 24, 2032)

7. Special Resolution: Re-appointment of Dr. Roshan Lal Behl (DIN: 06443747) as Independent Director for second term (August 24, 2027 to August 23, 2032)

8. Special Resolution: Re-appointment of Dr. Prem Lata Singla (DIN: 09674172) as Independent Director for second term (August 24, 2027 to August 23, 2032)

9. Special Resolution: Re-appointment of Dr. Rajan Dhir (DIN: 09632451) as Independent Director for second term (August 24, 2027 to August 23, 2032)

Voting Process and Methods

Voting was conducted through:

  • Remote e-voting: September 22, 2026 (9:00 A.M.) to September 24, 2026 (5:00 P.M.) via CDSL platform (www.evotingindia.com)
  • E-voting at the AGM during the meeting
  • Physical polling: Not applicable

Key Voting Outcomes

Total Votes Cast: 18,561,133 shares (75.4886% of outstanding shares)

Resolution-wise Results:

Resolution 1 (Financial Statements Adoption):

  • Votes in favor: 18,560,185 (99.9949%)
  • Votes against: 948 (0.0051%)

Resolution 2 (Dividend Declaration):

  • Votes in favor: 18,560,185 (99.9949%)
  • Votes against: 948 (0.0051%)

Resolution 3 (Kamal Oswal Appointment):

  • Votes in favor: 18,528,085 (99.9916%)
  • Votes against: 1,548 (0.0084%)
  • Excluded votes: 31,500 shares (cast by interested party Mr. Kamal Oswal)

Resolution 4 (Dinesh Gogna Appointment):

  • Votes in favor: 18,559,585 (99.9917%)
  • Votes against: 1,548 (0.0083%)

Resolution 5 (Cost Auditor Ratification):

  • Votes in favor: 18,560,185 (99.9949%)
  • Votes against: 948 (0.0051%)

Resolution 6 (Anchal Kumar Jain Re-appointment):

  • Votes in favor: 18,559,585 (99.9917%)
  • Votes against: 1,548 (0.0083%)

Resolution 7 (Roshan Lal Behl Re-appointment):

  • Votes in favor: 18,552,380 (99.953%)
  • Votes against: 8,718 (0.047%)
  • Excluded votes: 35 shares (cast by interested party Dr. Roshan Lal Behl)

Resolution 8 (Prem Lata Singla Re-appointment):

  • Votes in favor: 18,559,585 (99.9917%)
  • Votes against: 1,548 (0.0083%)

Resolution 9 (Rajan Dhir Re-appointment):

  • Votes in favor: 18,559,585 (99.9917%)
  • Votes against: 1,548 (0.0083%)

Participation Breakdown by Shareholder Category:

Promoter and Promoter Group:

  • Shares held: 17,932,930
  • Votes polled: 17,931,930 (99.9944% participation)
  • 100% votes in favor across all resolutions

Public Institutions:

  • Shares held: 10,304
  • Votes polled: 7,254 (70.3998% participation)
  • 100% votes in favor across all resolutions

Public Non-Institutions:

  • Shares held: 6,644,757
  • Votes polled: 621,949 (9.36% participation)
  • Majority votes in favor across all resolutions (99.75-99.85%)

Scrutinizer's Role and Findings

Scrutinizer: P.S. Bathla of P.S. Bathla & Associates (Company Secretary, Membership No.: 4391)

Appointment Date: August 5, 2026

Report Issuance Date: September 26, 2026

The scrutinizer ensured the remote e-voting process and e-voting at the AGM were conducted fairly and transparently. Votes were unblocked on September 25, 2026 at 12:15 P.M. in the presence of two witnesses (Ms. Rekha Rani and Mr. Gurmail Singh). The scrutinizer confirmed that all resolutions were carried with requisite majority.

Compliance with Laws and Regulations

The voting process complied with:

  • Section 108 & 109 of the Companies Act, 2013
  • Rule 20 & 21 of the Companies (Management and Administration) Rules, 2014
  • Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Additional Information

  • The voting results and scrutinizer's report are available on the company's website (www.owmnahar.com) and CDSL website (www.evotingindia.com)
  • 85 members attended the meeting (0 Promoters, 14 Public institutions, 43 Public non-institutions)
  • All percentages have been rounded off to two decimal places
  • Electronic data and relevant records were handed over to the Company Secretary/Director for safe keeping