Meeting Details

The 18th Annual General Meeting of the company was held on Wednesday, August 12, 2026, at 03:00 P.M. (IST) through Video Conferencing/Other Audio-Visual Means (VC/OAVM).

Summary of Proposed Resolutions and Implications

The notice of the AGM, dated July 13, 2026, contained 12 resolutions for shareholder approval:

  • Resolution 01 (Ordinary): To receive, consider, and adopt the Audited Financial Statements for the financial year ended March 31, 2026.
  • Resolution 02 (Ordinary): To re-appoint Mr. Vishwanath Mahendra (DIN: 11019011) as a director retiring by rotation.
  • Resolution 03 (Ordinary): To re-appoint Mr. Ankur Kharbanda (DIN: 11019017) as a director retiring by rotation.
  • Resolution 04 (Ordinary): To approve the audit remuneration of Joint Statutory Auditors M/s. S.R. Batliboi & Co. LLP for FY 2026-27.
  • Resolution 05 (Ordinary): To approve the audit remuneration of Joint Statutory Auditors M/s. Nangia & Co. LLP for FY 2026-27.
  • Resolution 06 (Special): To appoint Mr. Ashwani Bhatia (DIN: 07423221) as an Independent Director.
  • Resolution 07 (Ordinary): Payment of profit-related commission to Mr. Ashwani Bhatia, Chairperson and Non-Executive Independent Director.
  • Resolution 08 (Ordinary): Appointment of Ms. Siobhan Djihan Moynihan (DIN: 11408509) as a Non-Executive Director.
  • Resolution 09 (Ordinary): Appointment of Mr. Christopher Patrick Carroll (DIN: 11527069) as a Non-Executive Director.
  • Resolution 10 (Ordinary): Revision in the remuneration of Mr. Krishnan Ramachandran (DIN: 08719264), Managing Director & CEO, for FY 2026-27.
  • Resolution 11 (Ordinary): Revision in the remuneration of Mr. Vishwanath Mahendra (DIN: 11019011), Executive Director & CFO, for FY 2026-27.
  • Resolution 12 (Ordinary): Revision in the remuneration of Mr. Ankur Kharbanda (DIN: 11019017), Executive Director & Deputy CEO, for FY 2026-27.

Voting Process and Methods

The voting process was conducted through two methods:

1. Remote E-voting: Facilitated by National Securities Depositories Limited (NSDL) on its website https://www.evoting.nsdl.com/. The voting period commenced on Sunday, August 09, 2026, at 09:00 A.M. (IST) and concluded on Tuesday, August 11, 2026, at 05:00 P.M. (IST).

2. E-voting at the AGM: Conducted during the meeting on August 12, 2026.

The cut-off date for determining member eligibility was Wednesday, August 05, 2026. Detailed voting instructions were provided to all members, and a public notice was published in Business Standard (English and Hindi editions) on July 18, 2026. The notice of the AGM was sent electronically to members on July 17, 2026.

Key Voting Outcomes

The Scrutinizer, Mr. Ranjeet Pandey, confirmed that all resolutions were passed with the requisite majority. The consolidated results are as follows:

Resolution 01: Adoption of Financial Statements

  • Total Valid Votes: 171,05,54,059
  • Votes in Favour: 171,05,49,159 (99.99%)
  • Votes Against: 1,900 (0.01%)

Resolution 02: Re-appointment of Mr. Vishwanath Mahendra

  • Total Valid Votes: 170,73,56,089
  • Votes in Favour: 170,53,23,224 (99.88%)
  • Votes Against: 20,32,865 (0.12%)

Resolution 03: Re-appointment of Mr. Ankur Kharbanda

  • Total Valid Votes: 171,05,51,059
  • Votes in Favour: 170,85,18,394 (99.88%)
  • Votes Against: 20,32,665 (0.12%)

Resolution 04: Audit Remuneration for S.R. Batliboi & Co. LLP

  • Total Valid Votes: 171,05,51,059
  • Votes in Favour: 171,05,46,099 (99.99%)
  • Votes Against: 4,960 (0.01%)

Resolution 05: Audit Remuneration for Nangia & Co. LLP

  • Total Valid Votes: 171,05,51,059
  • Votes in Favour: 171,05,45,519 (99.99%)
  • Votes Against: 5,540 (0.01%)

Resolution 06: Appointment of Mr. Ashwani Bhatia (Independent Director)

  • Total Valid Votes: 171,05,51,059
  • Votes in Favour: 170,85,30,961 (99.88%)
  • Votes Against: 20,20,098 (0.12%)

Resolution 07: Remuneration for Mr. Ashwani Bhatia

  • Total Valid Votes: 171,05,51,043
  • Votes in Favour: 171,05,43,228 (99.99%)
  • Votes Against: 7,815 (0.01%)

Resolution 08: Appointment of Ms. Siobhan Djihan Moynihan

  • Total Valid Votes: 171,05,51,043
  • Votes in Favour: 170,85,26,624 (99.88%)
  • Votes Against: 20,24,419 (0.12%)

Resolution 09: Appointment of Mr. Christopher Patrick Carroll

  • Total Valid Votes: 171,05,51,059
  • Votes in Favour: 170,85,28,640 (99.88%)
  • Votes Against: 20,22,419 (0.12%)

Resolution 10: Remuneration Revision for Mr. Krishnan Ramachandran

  • Total Valid Votes: 170,30,75,607
  • Votes in Favour: 170,30,68,892 (99.99%)
  • Votes Against: 6,715 (0.01%)

Resolution 11: Remuneration Revision for Mr. Vishwanath Mahendra

  • Total Valid Votes: 170,73,55,889
  • Votes in Favour: 170,73,47,574 (99.99%)
  • Votes Against: 8,315 (0.01%)

Resolution 12: Remuneration Revision for Mr. Ankur Kharbanda

  • Total Valid Votes: 171,05,51,759
  • Votes in Favour: 171,05,42,944 (99.99%)
  • Votes Against: 8,815 (0.01%)

Scrutinizer's Role and Findings

Mr. Ranjeet Pandey, Proprietor of M/s. Ranjeet Pandey & Associates, was appointed as the Scrutinizer. His responsibility was to scrutinize the voting process and ascertain the requisite majority for the resolutions. After the closure of voting, the e-votes were unblocked and downloaded in the presence of two independent witnesses, Mr. Alok Kumar Tripathi and Ms. Mohini Raghav. The votes were reconciled with the records maintained by the Registrar and Transfer Agent, KFin Technologies Limited. The Scrutinizer confirmed the results and that the register and all voting papers would remain in his safe custody until the Chairperson approves the meeting minutes.

Compliance Confirmation

The report confirms that 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, MCA Circulars, and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.