Meeting Details

The 45th Annual General Meeting of OTCO International Limited was held on Thursday, 17th September 2026 at 11:00 AM through Video Conferencing/Other Audio-Visual Means. The meeting concluded at 11:28 AM (including voting period).

Attendance

  • Total members attended: 20 through video conferencing
  • Promoters and promoter group: 0 members
  • Public members: 19 members

Directors and KMP Present (all through VC):

1. Mr. Arun Dash - Independent Director & Chairman

2. Mrs. Bagyalakshmi Tirumalai - Whole-time Director

3. Mr. Alok Dash - Independent Director

4. Mr. Krishnanivas Rajamohan Nair Sailesh - Independent Director

5. Ms. Madhusmita Panda - Company Secretary & Compliance Officer

Other Invitees:

1. M/s B.N. MISRA & CO. - Statutory Auditors

2. M/s. Rajesh Agrawal and Associates - Scrutinizer

Business Transacted

The following eight resolutions were considered and approved at the AGM:

Resolution 1: Ordinary Resolution

Adoption of Audited Balance Sheet as at March 31st, 2026, Statement of Profit & Loss, Cash Flow Statement for year ended 31st March 2026 with Auditors and Directors Reports.

Voting Results:

  • Total shares voted: 10,533,985 (100% of outstanding)
  • Votes in favor: 10,533,984 (100%)
  • Votes against: 1 (0.0001%)

Resolution 2: Ordinary Resolution

Appointment of Mrs. Bagyalakshmi Thirumalai (DIN: 08186335) who retires by rotation.

Voting Results:

  • Total shares voted: 10,533,985 (100%)
  • Votes in favor: 10,531,490 (99.98%)
  • Votes against: 2,495 (0.02%)

Resolution 3: Special Resolution

Alteration of Object Clause of Memorandum of Association.

Voting Results:

  • Total shares voted: 10,533,985 (100%)
  • Votes in favor: 10,531,490 (99.98%)
  • Votes against: 2,495 (0.02%)

Resolution 4: Special Resolution

Increase limits of Borrowing by Board of Directors under Section 180(1)(C) of Companies Act, 2013.

Voting Results:

  • Total shares voted: 10,533,985 (100%)
  • Votes in favor: 10,531,347 (99.97%)
  • Votes against: 2,638 (0.03%)

Resolution 5: Special Resolution

Approval under Section 180(1)(A) for Creation of Mortgage or Charge on company assets.

Voting Results:

  • Total shares voted: 10,533,985 (100%)
  • Votes in favor: 10,531,490 (99.98%)
  • Votes against: 2,495 (0.02%)

Resolution 6: Special Resolution

Consolidation of Share Capital - Face value of equity shares from ₹2/- each to ₹10/- each.

Voting Results:

  • Total shares voted: 10,533,985 (100%)
  • Votes in favor: 10,531,490 (99.98%)
  • Votes against: 2,495 (0.02%)

Resolution 7: Ordinary Resolution

Alteration in Capital Clause (Clause V) of Memorandum of Association.

Voting Results:

  • Total shares voted: 10,533,985 (100%)
  • Votes in favor: 10,531,490 (99.98%)
  • Votes against: 2,495 (0.02%)

Resolution 8: Special Resolution

Raising Funds by Way of Unsecured Loan with Option to Convert into Equity Shares.

Voting Results:

  • Total shares voted: 10,533,985 (100%)
  • Votes in favor: 10,531,490 (99.98%)
  • Votes against: 2,495 (0.02%)

Shareholding Pattern

  • Promoter and Promoter Group: 9,625,411 shares
  • Public Institutions: 0 shares
  • Public Non-Institutions: 908,574 shares
  • Total Outstanding Shares: 10,533,985 shares

Scrutinizer Details

  • Name: Rajesh Kumar Agrawal
  • Firm: M/S Rajesh Agrawal and Associates
  • Qualification: Company Secretary
  • Membership Number: 5258
  • Date of Board Meeting appointment: 12-08-2026
  • Date of Report issuance: 17-09-2026

Voting Process

Remote e-voting was available from 9:00 AM on Monday, 14th September 2026 to 5:00 PM on Wednesday, 16th September 2026. E-voting during AGM was also conducted for members who hadn't voted remotely.

Additional Information

  • Company CIN: L17114KA2001PLC028611