Date, Location, and Type of Meeting

The 42nd Annual General Meeting was held on Thursday, September 24, 2026, at 11:30 A.M. (IST) through Video Conferencing (VC) / Other Audio-Visual Means (OAVM), without the physical presence of members at a common venue. The meeting was conducted in compliance with General Circulars issued by the Ministry of Corporate Affairs, the Companies Act, 2013, and SEBI regulations.

Summary of Proposed Resolutions and Implications

The meeting agenda included 12 resolutions:

  • Ordinary Business:
  • Item 1: Consideration and adoption of Audited Standalone Financial Statements for the financial year ended March 31, 2026, and Reports of the Board of Directors and Auditors (Ordinary Resolution).
  • Item 2: Consideration and adoption of Audited Consolidated Financial Statements for the financial year ended March 31, 2026, and Report of the Auditors (Ordinary Resolution).
  • Item 3: Re-appointment of Mr. Jai Ram Oberoi (DIN: 10361810) as a Director liable to retire by rotation (Ordinary Resolution).
  • Special Business:
  • Item 4: Ratification of remuneration payable to Cost Auditors for the financial year 2026-27 (Ordinary Resolution).
  • Item 7: Re-appointment of Mr. Maheswar Sahu as Non-Executive Non-Independent Director (Ordinary Resolution).
  • Item 8: Approval for payment of commission to Independent Directors (Ordinary Resolution).
  • Item 9: Revision in remuneration of Mr. Tushar Gupta in subsidiary Powerica Renewable Infra Private Limited (Ordinary Resolution).
  • Item 10: Re-appointment of Ms. Renu Naresh Oberoi (DIN: 00114588) as Whole-time Director (Special Resolution).
  • Item 11: Re-appointment of Mr. Pradeep Omprakash Gupta (DIN: 00013424) as Whole-time Director (Special Resolution).
  • Item 12: Re-appointment of Mr. Udaya Shankar Jena (DIN: 09613584) as Independent Director for 5 years effective June 24, 2027 (Special Resolution).
  • Item 13: Re-appointment of Mr. Sunil Godwin Lobo (DIN: 06477020) as Independent Director for 5 years effective June 27, 2027 (Special Resolution).

The implications include approval of financial statements, director appointments, and remuneration structures, ensuring corporate governance and compliance.

Voting Process and Methods

Remote e-voting was provided to members, and those who had not voted remotely could vote during the AGM using the InstaVote platform. The e-voting facility remained open for 15 minutes after the conclusion of the meeting. The scrutinizer for remote e-voting and e-voting during the AGM was Mr. Martinho Ferrao of M/s. Martinho Ferrao & Associates, Practising Company Secretaries.

Key Voting Outcomes

Voting outcomes, including total votes cast, percentages in favor and against, and participation breakdown by shareholder category (e.g., Promoters, Public, Institutions), are not provided in this document. The scrutinizer's report and voting results were to be published within the prescribed period after the meeting.

Scrutinizer's Role and Findings

Mr. Martinho Ferrao was appointed as the scrutinizer to oversee the remote e-voting and e-voting during the AGM. His role included ensuring the integrity of the voting process, and his findings were to be detailed in a report to be published later. No specific findings are disclosed in this document.

Compliance with Laws and Regulations

The AGM was conducted in full compliance with applicable General Circulars from the Ministry of Corporate Affairs, the Companies Act, 2013, rules made thereunder, and SEBI regulations, including the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The statutory registers and relevant documents were available electronically for inspection through the Registrar and Transfer Agent portal.

Names and Roles of Signatories

The document is signed by Anita Praful Renuse, Company Secretary & Compliance Officer of Powerica Limited, in her capacity as the authorized signatory for regulatory disclosures.

Additional Information

A total of 66 members attended the AGM through VC/OAVM. The meeting was conducted using the platform provided by MUFG Intime India Private Limited (formerly Link Intime India Private Limited), the Registrar and Transfer Agent. The Chairman, Mr. Bharat Oberoi, addressed the members, and responses were provided to queries raised. The meeting concluded at 11:51 A.M. (IST) with a vote of thanks. There were no qualifications, reservations, adverse remarks, or disclaimers in the Statutory Auditor's Reports or Secretarial Audit Report for the financial year ended March 31, 2026.