Northern Arc Capital Limited held its 18th Annual General Meeting (AGM) on Tuesday, August 18, 2026, from 11:30 AM to 12:24 PM through Video Conferencing (VC)/Other Audio Visual Means (OAVM).

The meeting was conducted pursuant to MCA circulars permitting virtual AGMs without physical presence of members. The cut-off date for determining shareholders entitled to vote was Wednesday, August 12, 2026.

Remote e-voting was conducted through NSDL from Friday, August 14, 2026, at 9:00 AM IST until Monday, August 17, 2026, at 5:00 PM IST. E-voting during the AGM was available for members who had not voted remotely.

N A Srinivasan, Advocate/Designated Partner of Genicon Legal LLP, Chennai, was appointed as Scrutinizer to ensure fair and transparent voting process.

Voting Results

All nine resolutions proposed in the AGM notice dated July 10, 2026, were approved by shareholders with requisite majority:

Resolution No. 1 - Ordinary Resolution

To receive, consider and adopt the Audited Standalone and Consolidated Financial Statements for FY ended March 31, 2026, with Reports of Board of Directors and Auditors.

  • Result: Passed
  • Total votes cast: 50,122,876
  • Votes in favor: 50,122,875 (100%)
  • Votes against: 1 (0%)

Resolution No. 2 - Ordinary Resolution

Appointment of Mr. Vijay Nallan Chakravarthi (DIN: 08020248) as director liable to retire by rotation.

  • Result: Passed
  • Total votes cast: 50,122,876
  • Votes in favor: 50,122,857 (100%)
  • Votes against: 19 (0%)

Resolution No. 3 - Ordinary Resolution

Appointment of M/s. R. Subramaniyan and Company LLP (FRN: 004137S/S200041) as Joint Statutory Auditors and fixing of remuneration.

  • Result: Passed
  • Total votes cast: 50,122,876
  • Votes in favor: 50,112,069 (99.9784%)
  • Votes against: 10,807 (0.0216%)

Resolution No. 4 - Special Resolution

To approve creation of charges on company assets under Section 180(1)(a) of Companies Act, 2013.

  • Result: Passed
  • Total votes cast: 50,122,876
  • Votes in favor: 50,122,875 (100%)
  • Votes against: 1 (0%)

Resolution No. 5 - Special Resolution

To approve increase in borrowing powers in excess of paid-up share capital, free reserves and securities premium under Section 180(1)(c) of Companies Act, 2013.

  • Result: Passed
  • Total votes cast: 50,122,876
  • Votes in favor: 50,122,804 (99.9999%)
  • Votes against: 72 (0.0001%)

Resolution No. 6 - Special Resolution

To approve offer and issue of Non-Convertible Debentures in one or more tranches on private placement basis.

  • Result: Passed
  • Total votes cast: 50,122,819
  • Votes in favor: 50,099,943 (99.9544%)
  • Votes against: 22,876 (0.0456%)

Resolution No. 7 - Special Resolution

To approve revision in payment of remuneration by way of commission to Mr. P S Jayakumar (DIN: 01173236) as Non-Executive Independent Director and Chairperson.

  • Result: Passed
  • Total votes cast: 39,870,446
  • Votes in favor: 38,007,140 (95.3266%)
  • Votes against: 1,863,306 (4.6734%)

Resolution No. 8 - Special Resolution

To approve revision in terms of managerial remuneration of Mr. Ashish Mehrotra (DIN: 07277318), Managing Director & CEO, and to ratify payment of Special Discretionary Payout.

  • Result: Passed
  • Total votes cast: 39,869,916
  • Votes in favor: 38,543,230 (96.6725%)
  • Votes against: 1,326,686 (3.3275%)

Resolution No. 9 - Special Resolution

Change in mode of implementation of Northern Arc Employee Stock Option Plan 2016 and ESOP Schemes from Trust Route to Direct Route and amendments made thereto.

  • Result: Passed
  • Total votes cast: 49,685,670
  • Votes in favor: 47,828,405 (96.2620%)
  • Votes against: 1,857,265 (3.7380%)

Meeting Attendance

  • Total shareholders present through VC/OAVM: 13
  • Promoter and promoter group: 0
  • Public shareholders: 13
  • Total shares outstanding: 161,651,375
  • Total votes polled across all resolutions: Approximately 50.1 million (31.0068% of outstanding shares)

Scrutinizer's Report

The electronic voting data and records will remain in the scrutinizer's safe custody until the Chairperson approves and signs the meeting minutes, after which they will be handed over to the Company Secretary for safekeeping.