Compliance under Regulation 44 of SEBI (LODR) Regulations, 2015

Meeting Details

  • Meeting Type: 41st Annual General Meeting
  • Date: September 12, 2026
  • Time: 11:30 AM
  • Location: Conducted through video conferencing/other audio visual means facilitated by NSDL
  • Record Date Shareholders: 49,189
  • Shareholders Present via VC: 101 (8 Promoters, 93 Public)

Proposed Resolutions and Implications

Six resolutions were placed before shareholders for approval:

Ordinary Business:

1. Adoption of Standalone and Consolidated Financial Statements for period ending March 31, 2026

2. Declaration of Dividend on Equity Shares

Special Business:

3. Reappointment of Mr. N. Rangachary (DIN: 00054437) as Non-Executive, Non-Independent Director

4. Reappointment of Mr. V Sankaran (DIN: 00003141) as Non-Executive, Non-Independent Director

5. Reappointment of Mr. D Rajesh Kumar (DIN: 00003126) as Joint Managing Director for five years effective October 1, 2026

6. Ratification of Remuneration to Cost Auditor for financial year 2026-27

Voting Process and Methods

The voting was conducted through two methods:

  • Remote E-voting: September 7, 2025 (9:00 AM) to September 11, 2025 (5:00 PM)
  • Poll at AGM: E-voting facility provided by NSDL on meeting day, ending 15 minutes after AGM closure

Key Voting Outcomes

Overall Participation:

  • Total Shares Voted: 7,268,294
  • Percentage of Outstanding Shares Voted: 41.10%

Resolution-wise Results:

Resolution 1 (Financial Statements):

  • Votes in Favor: 7,267,941 (99.99%)
  • Votes Against: 353 (0.01%)

Resolution 2 (Dividend Declaration):

  • Votes in Favor: 7,267,941 (99.99%)
  • Votes Against: 353 (0.01%)

Resolution 3 (Mr. N. Rangachary Reappointment):

  • Votes in Favor: 7,259,339 (99.87%)
  • Votes Against: 8,955 (0.12%)

Resolution 4 (Mr. V Sankaran Reappointment):

  • Votes in Favor: 7,259,339 (99.87%)
  • Votes Against: 8,955 (0.12%)

Resolution 5 (Mr. D Rajesh Kumar Reappointment):

  • Votes in Favor: 5,319,118 (99.98%)
  • Votes Against: 1,253 (0.02%)

Note: 1,947,923 shares from related parties were excluded from voting

Resolution 6 (Cost Auditor Remuneration):

  • Votes in Favor: 7,267,941 (99.99%)
  • Votes Against: 353 (0.01%)

Participation Breakdown by Shareholder Category

Promoter & Promoter Group (6,626,647 shares):

  • Votes Cast: 6,626,647 (100% participation)
  • Voted 100% in favor on all resolutions

Public Institutions (2,214,314 shares):

  • Votes Cast: 170,157 (7.68% participation)
  • Voted 100% in favor on all resolutions

Public Non-Institutions (8,841,776 shares):

  • Votes Cast: 471,490 (5.33% participation)
  • Majority in favor with minor opposition on director appointments (1.89% against)

Scrutinizer's Role and Findings

Mr. G. Vasudevan (FCS No. 6699, CP 6522) of M/s. G.V. and Associates was appointed as Scrutinizer. His responsibilities included:

  • Scrutinizing the e-voting process under Section 108 of Companies Act, 2013 and Rule 20 of Companies (Management and Administration) Rules, 2014
  • Verifying votes cast through NSDL's e-voting system
  • Reporting votes cast "IN FAVOUR" or "AGAINST" each resolution

The Scrutinizer certified that all resolutions were duly approved by shareholders with requisite majority.

Compliance Confirmation

The company confirmed compliance with applicable laws including Companies Act, 2013 and SEBI (LODR) Regulations, 2015.