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

Omaxe Limited

Meeting Details

The 37th Annual General Meeting was held on Friday, September 25, 2026 at 12:00 Noon (IST) through Video Conferencing/Other Audio Visual Means (VC/OAVM) in accordance with circulars issued by the Ministry of Corporate Affairs and Securities and Exchange Board of India.

Proposed Resolutions and Implications

Four resolutions were placed before shareholders:

1. Ordinary Resolution: Adoption of Audited (Standalone and Consolidated) Financial Statements for the financial year ended March 31, 2026, together with Reports of Board of Directors and Auditor's reports

2. Ordinary Resolution: Appointment of Mr. Vinit Goyal (DIN: 03575020) as Director who retires by rotation and offers himself for re-appointment

3. Ordinary Resolution: Confirmation/Ratification of remuneration of M/s S.K. Bhatt & Associates, Cost Accountants as cost auditors for the financial year ending March 31, 2027

4. Special Resolution: Payment of remuneration to Mr. Rohtaas Goel (DIN: 00003735), Chairman & Non-Executive Director for Financial Year 2026-27, which may exceed 50% of the total annual remuneration payable to all other Non-Executive Directors

Voting Process and Methods

The voting process utilized both remote e-voting and e-voting methods through the instavote platform provided by MUFG Intime India Private Limited.

Remote e-voting period: Commenced from 9:00 A.M. on Tuesday, September 22, 2026, up to 5:00 p.m. (IST) on Thursday, September 24, 2026 on the designated website https://instavote.linkintime.co.in

E-voting at AGM: Facility was provided to members who did not cast their votes by remote e-voting prior to the AGM.

Cut-off Date: September 18, 2026 - members recorded in the Register of Members or Register of Beneficial Owners as of this date were entitled to vote.

Notice Distribution: AGM notice was sent electronically to all members/beneficiaries on September 01, 2026, with web-link provided to those without registered email IDs.

Public Notice: Newspaper advertisements were published in Business Standard (Hindi) on September 02, 2026.

Key Voting Outcomes

All resolutions were passed with requisite majority as required under the Companies Act, 2013 and Rules made thereunder.

Resolution-wise Results:

Item No. 1 - Adoption of Financial Statements

  • Total valid votes cast: 134,044,235
  • Votes in favor: 134,039,094 (99.996%)
  • Votes against: 5,141 (0.004%)
  • Invalid votes (including abstain): 146 from 2 members

Item No. 2 - Re-appointment of Mr. Vinit Goyal

  • Total valid votes cast: 134,044,235
  • Votes in favor: 134,038,796 (99.996%)
  • Votes against: 5,439 (0.004%)
  • Invalid votes (including abstain): 146 from 2 members

Item No. 3 - Remuneration of Cost Auditors

  • Total valid votes cast: 134,044,235
  • Votes in favor: 134,039,069 (99.996%)
  • Votes against: 5,166 (0.004%)
  • Invalid votes (including abstain): 146 from 2 members

Item No. 4 - Remuneration of Mr. Rohtaas Goel (Special Resolution)

  • Total valid votes cast: 134,030,735
  • Votes in favor: 134,023,372 (99.994%)
  • Votes against: 7,363 (0.006%)
  • Invalid votes (including abstain): 4,550,266 from 3 members

Shareholder Category Participation Breakdown

Resolution No. 1:
  • Promoter and Promoter Group: 133,708,268 votes (98.5999% of shares), 100% in favor
  • Public Institutions: 28,567 votes (0.2848% of shares), 100% in favor
  • Public Non-Institutions: 307,400 votes (0.8250% of shares), 98.3276% in favor, 1.6724% against
Resolution No. 2:
  • Promoter and Promoter Group: 133,708,268 votes, 100% in favor
  • Public Institutions: 28,567 votes, 98.9568% in favor, 1.0432% against
  • Public Non-Institutions: 307,400 votes, 98.3276% in favor, 1.6724% against
Resolution No. 3:
  • Promoter and Promoter Group: 133,708,268 votes, 100% in favor
  • Public Institutions: 28,567 votes, 100% in favor
  • Public Non-Institutions: 307,400 votes, 98.3195% in favor, 1.6805% against
Resolution No. 4:
  • Promoter and Promoter Group: 133,694,768 votes (98.5899% of shares), 100% in favor
  • Public Institutions: 28,567 votes, 98.9568% in favor, 1.0432% against
  • Public Non-Institutions: 307,400 votes, 97.7017% in favor, 2.2983% against

Scrutinizer's Role and Findings

Sandeep Kumar (Membership No. A-53504 & COP 24026), Proprietor of M/s Sandeep & Associates, Practicing Company Secretaries, was appointed as Scrutinizer to scrutinize the voting process in a fair and transparent manner.

The e-voting and remote e-voting were unblocked and downloaded in the presence of two independent witnesses: Mr. Shubhanshu Sharma and Ms. Meenal, who are not in the employment of the Company.

The scrutinizer confirmed that all resolutions were passed with requisite majority and that the voting process complied with applicable regulations.

Compliance Confirmation

The voting process and results confirmation comply with:

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

Signatories and Roles

The report is signed by Sandeep Kumar, Practicing Company Secretary, as the appointed Scrutinizer.

The company correspondence should be directed to Omaxe Limited's Corporate Office at 7, Local Shopping Centre, Kalkaji, New Delhi-110019. Registered Office: Shop No. 19-8, First Floor, Omaxe Celebration Mall, Sohna Road, Gurgaon -122 001, (Haryana).

Additional Information

The scrutinizer's report and all voting records will remain in the scrutinizer's safe custody until the chairperson considers, approves and signs the minutes, after which they will be handed over to the Company Secretary for safe keeping.