Meeting Details
- Date of Meeting: Tuesday, 29th September, 2026
- Time: 4.30 p.m. (IST)
- Location: Conducted through Video Conferencing (VC) / Other Audio Visual Means (OAVM)
- Type of Meeting: 57th Annual General Meeting
- Total Shareholders on Record Date: 60,526
- Shareholders Attending Meeting: 33 public shareholders attended through VC/OAVM. No promoters/promoter group members attended in person or through proxy.
Summary of Proposed Resolutions
Eight resolutions were presented for shareholder approval:
1. Ordinary Resolution: To receive, consider and adopt the Audited Standalone and Consolidated Financial Statements for the financial year ended 31st March, 2026 together with Reports of Board of Directors and Auditors.
2. Ordinary Resolution: To declare a dividend of ₹0.10 per equity share of ₹2 each for FY ended 31st March, 2026.
3. Ordinary Resolution: Re-appointment of Ms. Sonali Mehta (DIN: 10446751) as Director who retires by rotation.
4. Ordinary Resolution: Appointment of Mr. Ramesh Kumar Narasinghbhan (DIN: 08257872) as Director.
5. Special Resolution: Appointment of Mr. Ramesh Kumar Narasinghbhan as Managing Director and CEO and approval of his remuneration.
6. Special Resolution: Appointment of Mr. Vijay Anant Chavan (DIN: 10806293) as Non-Executive Independent Director.
7. Special Resolution: Appointment of Mr. Vivek Satishbhai Patel (DIN: 11746011) as Non-Executive Independent Director.
8. Special Resolution: Continuation of directorship of Dr. Harshad Mehta (DIN: 11173572) as Non-Executive, Non-Independent Director - Chairman post attaining age 75 years.
Voting Process and Methods
- Remote E-voting Period: Saturday, 26th September 2026 (9:00 a.m.) to Monday, 28th September 2026 (5:00 p.m.)
- E-voting During AGM: Conducted on Tuesday, 29th September 2026 during the meeting
- Cut-off Date: Tuesday, 22nd September 2026
- Service Provider: Central Depository Services (India) Limited (CDSL)
- Voting System: https://www.evotingindia.com
- Scrutinizer: Mrs. Neetu V. Agrawal, Proprietor of M/s. Neetu Agrawal & Co., Company Secretary in Practice
Key Voting Outcomes
Resolution 1: Adoption of Financial Statements
- Total Votes Polled: 49,906,305 (62.7181% of outstanding shares)
- In Favor: 49,768,165 (99.7232%)
- Against: 138,140 (0.2768%)
- Promoter Group: 44,762,400 votes (97.7261% of shares held), all in favor
- Public Institutions: 4,464,987 votes (68.3544% of shares held), all in favor
- Public Others: 678,918 votes (2.4927% of shares held), 540,778 in favor (79.6529%), 138,140 against (20.3471%)
Resolution 2: Dividend Declaration
- Total Votes Polled: 49,906,305 (62.7181% of outstanding shares)
- In Favor: 49,768,165 (99.7232%)
- Against: 138,140 (0.2768%)
- Promoter Group: 44,762,400 votes (97.7261% of shares held), all in favor
- Public Institutions: 4,464,987 votes (68.3544% of shares held), all in favor
- Public Others: 678,918 votes (2.4927% of shares held), 540,778 in favor (79.6529%), 138,140 against (20.3471%)
Resolution 3: Re-appointment of Ms. Sonali Mehta
- Total Votes Polled: 5,143,905 (6.4644% of outstanding shares)
- In Favor: 4,694,985 (91.2728%)
- Against: 448,920 (8.7272%)
- Promoter Group: 0 votes (0.00% of shares held)
- Public Institutions: 4,464,987 votes (68.3544% of shares held), all in favor
- Public Others: 678,918 votes (2.4927% of shares held), 229,998 in favor (33.8771%), 448,920 against (66.1229%)
Resolution 4: Appointment of Mr. Ramesh Kumar Narasinghbhan as Director
- Total Votes Polled: 49,906,305 (62.7181% of outstanding shares)
- In Favor: 49,768,165 (99.7232%)
- Against: 138,140 (0.2768%)
- Promoter Group: 44,762,400 votes (97.7261% of shares held), all in favor
- Public Institutions: 4,464,987 votes (68.3544% of shares held), all in favor
- Public Others: 678,918 votes (2.4927% of shares held), 540,778 in favor (79.6529%), 138,140 against (20.3471%)
Resolution 5: Appointment of Mr. Ramesh Kumar Narasinghbhan as MD & CEO
- Total Votes Polled: 49,906,305 (62.7181% of outstanding shares)
- In Favor: 49,768,165 (99.7232%)
- Against: 138,140 (0.2768%)
- Promoter Group: 44,762,400 votes (97.7261% of shares held), all in favor
- Public Institutions: 4,464,987 votes (68.3544% of shares held), all in favor
- Public Others: 678,918 votes (2.4927% of shares held), 540,778 in favor (79.6529%), 138,140 against (20.3471%)
Resolution 6: Appointment of Mr. Vijay Anant Chavan as Independent Director
- Total Votes Polled: 49,906,305 (62.7181% of outstanding shares)
- In Favor: 49,463,797 (99.1133%)
- Against: 442,508 (0.8867%)
- Promoter Group: 44,762,400 votes (97.7261% of shares held), all in favor
- Public Institutions: 4,464,987 votes (68.3544% of shares held), all in favor
- Public Others: 678,918 votes (2.4927% of shares held), 236,410 in favor (34.8216%), 442,508 against (65.1784%)
Resolution 7: Appointment of Mr. Vivek Satishbhai Patel as Independent Director
- Total Votes Polled: 49,906,305 (62.7181% of outstanding shares)
- In Favor: 49,463,365 (99.1125%)
- Against: 442,940 (0.8875%)
- Promoter Group: 44,762,400 votes (97.7261% of shares held), all in favor
- Public Institutions: 4,464,987 votes (68.3544% of shares held), all in favor
- Public Others: 678,918 votes (2.4927% of shares held), 235,978 in favor (34.7580%), 442,940 against (65.2420%)
Resolution 8: Continuation of Dr. Harshad Mehta as Chairman
- Total Votes Polled: 5,143,905 (6.4644% of outstanding shares)
- In Favor: 5,005,665 (97.3125%)
- Against: 138,240 (2.6875%)
- Promoter Group: 0 votes (0.00% of shares held)
- Public Institutions: 4,464,987 votes (68.3544% of shares held), all in favor
- Public Others: 678,918 votes (2.4927% of shares held), 540,678 in favor (79.6382%), 138,240 against (20.3618%)
Scrutinizer's Role and Findings
Mrs. Neetu V. Agrawal was appointed as Scrutinizer to scrutinize the remote e-voting process and e-voting during the AGM. Key findings:
- All votes were scrutinized and reconciled with company records
- Data was downloaded from CDSL's e-voting website in the presence of two witnesses
- No invalid votes were cast in any resolution
- All eight resolutions were passed with requisite majority
- Voting records will remain in the Scrutinizer's custody until minutes are approved
Compliance Confirmation
The voting process was conducted in compliance with:
- Section 108 of the Companies Act, 2013
- Rules 20 and 21 of the Companies (Management and Administration) Rules, 2014
- SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
- MCA General Circular No.20/2020 dated 5th May 2020
- MCA General Circular No.09/2024 dated 19th September 2024
Additional Information
- Company CIN: L31109MH1969PLC014322
- Gujarat Unit: 338, International House, Baska, Halol, Dist. Panchmahals, Gujarat-389350
- Odisha Unit: Flatted Factory Building, EMC Park, Infovalley, Bhubaneswar, Dist. Khordha, Odisha-752054
- Total Outstanding Shares: 79,572,400
- Reference Number: RIR/SEC/13939/2026 dated 1st October, 2026