Meeting Details

  • Date: Wednesday, August 12, 2026
  • Time: 03:00 P.M. (IST) to 04:07 P.M. (IST)
  • Location/Venue: Held through video conferencing/other audio-visual means facility
  • Type of Meeting: Annual General Meeting (AGM)

Attendees

Directors Present

  • Mr. Ashwani Bhatia - Chairperson and Independent Director
  • Mr. Krishnan Ramachandran - Managing Director & Chief Executive Officer
  • Ms. Geeta Dutta Goel - Independent Director (Chairperson of Nomination & Remuneration Committee, Risk Management Committee and CSR, ESG and Climate Change Committee)
  • Mr. Mohit Gupta - Independent Director (Chairperson of Policyholder Protection, Grievance Redressal & Claims Monitoring Committee)
  • Mr. Vivek Anant Karve - Independent Director (Chairperson of Audit Committee)
  • Mr. David Martin Fletcher - Non-Executive Director
  • Mr. Christopher Patrick Carroll - Non-Executive Director
  • Ms. Siobhan Djihan Moynihan - Non-Executive Director (Chairperson of Investment Committee & Stakeholders Relationship Committee)
  • Mr. Ankur Kharbanda - Executive Director & Deputy Chief Executive Officer
  • Mr. Vishwanath Mahendra - Executive Director & Chief Financial Officer

Other Key Attendees

  • Ms. Aparna Sharma - Company Secretary and Compliance Officer
  • Mr. Kapil Sharma - Representative of S. R. Batliboi & Co. LLP, Chartered Accountants
  • Mr. Vikram Pratap Singh - Representative of Nangia & Co. LLP, Chartered Accountants
  • Mr. Ranjeet Pandey - Proprietor of Ranjeet Pandey & Associates - Secretarial Auditor and Scrutinizer

Absent Director

Mr. Roger William John Davis, Non-executive Director, was unable to attend due to personal exigency.

Summary of Proposed Resolutions

The following 12 items of business were placed before the meeting for shareholder approval:

Ordinary Business (Items 1-5)

1. To receive, consider and adopt the Audited Financial Statements comprising the Balance Sheet, Profit & Loss Account, Revenue Account, Receipts & Payments Account of the Company together with the Notes to Financial Statements, report of Board of Directors and Auditor's thereon for the Financial Year ended March 31, 2026 (Ordinary Resolution)

2. To appoint Mr. Vishwanath Mahendra (DIN: 11019011), who retires by rotation and being eligible, offers himself for re-appointment (Ordinary Resolution)

3. To appoint Mr. Ankur Kharbanda (DIN: 11019017), who retires by rotation and being eligible, offers himself for re-appointment (Ordinary Resolution)

4. To approve the audit remuneration of M/s. S.R. Batliboi & Co. LLP, Chartered Accountants, Joint Statutory Auditors for the Financial Year 2026-27 (Ordinary Resolution)

5. To approve the audit remuneration of M/s. Nangia & Co. LLP, Chartered Accountants, Joint Statutory Auditors for the Financial Year 2026-27 (Ordinary Resolution)

Special Business (Items 6-12)

6. Appointment of Mr. Ashwani Bhatia (DIN: 07423221) as an Independent Director (Special Resolution)

7. Payment of remuneration in the form of profit related commission to Mr. Ashwani Bhatia (DIN: 07423221), Chairperson and Non-Executive Independent Director of the Company (Ordinary Resolution)

8. Appointment of Ms. Siobhan Djihan Moynihan (DIN: 11408509) as Non-Executive Director of the Company (Ordinary Resolution)

9. Appointment of Mr. Christopher Patrick Carroll (DIN: 11527069) as Non-Executive Director of the Company (Ordinary Resolution)

10. Revision in remuneration of Mr. Krishnan Ramachandran (DIN: 08719264), Managing Director & Chief Executive Officer, for the financial year 2026-27 (Ordinary Resolution)

11. Revision in Remuneration of Mr. Vishwanath Mahendra (DIN: 11019011), Executive Director & Chief Financial Officer, for the financial year 2026-27 (Ordinary Resolution)

12. Revision in Remuneration of Mr. Ankur Kharbanda (DIN: 11019017), Executive Director & Deputy Chief Executive Officer, for the financial year 2026-27 (Ordinary Resolution)

Voting Process and Methods

The voting was conducted through the following methods:

  • Remote e-voting: Commenced at 09:00 A.M. (IST) on Sunday, August 09, 2026 and concluded at 05:00 P.M. (IST) on Tuesday, August 11, 2026. Services of National Securities Depository Limited were availed for this purpose.
  • E-voting during the meeting: Facility to vote through electronic voting system was made available to Members who participated in the meeting and had not cast their votes through remote e-voting.
  • Mr. Ranjeet Pandey of Ranjeet Pandey & Associates was appointed as the Scrutinizer to scrutinize the voting through electronic means.

Other Meeting Proceedings

  • The Chairperson, Mr. Ashwani Bhatia, addressed the Members and gave a formal address on the Business performance of the Company during financial year 2025-26.
  • A Question & Answer (Q&A) session was conducted where 10 speakers made suggestions and raised queries which were addressed by Mr. Krishnan Ramachandran, Managing Director & CEO. A chat box option was also available.
  • Ms. Geeta Dutta Goel, Independent Director, chaired the proceedings in respect of item nos. 6 and 7 of the Notice.
  • The Company Secretary confirmed that the Report of Joint Statutory Auditors on Financial Statements and Secretarial Audit report for the financial year ended March 31, 2026 did not contain any qualifications, observations or adverse remarks.
  • All required documents, including the Register of Directors and Key Managerial Personnel and Register of contracts, were available for inspection. The Annual certificate on implementation of the Employee stock option scheme was available for inspection at the e-voting website of NSDL.

Compliance Confirmation

The meeting was conducted in accordance with the applicable provisions of:

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