Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Sandhar Technologies Limited
Meeting Details
The 34th Annual General Meeting was held on Tuesday, 22nd September, 2026 at 11:30 A.M. (IST) through video conferencing/other audio-visual means (VC/OAVM). The cut-off date for determining members entitled to vote was Friday, 11th September, 2026.
Proposed Resolutions and Implications
Six resolutions were proposed and approved at the AGM:
1. Ordinary Resolution - Item No. 1: 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 - Item No. 2: To declare a final dividend of ₹4 per fully paid-up equity share of face value ₹10 each for financial year 2025-2026
3. Ordinary Resolution - Item No. 3: To consider and approve re-appointment of Smt. Monica Davar (DIN 00100875) as a Non-Executive Non-Independent Director
4. Ordinary Resolution - Item No. 4: Ratification of remuneration payable to Cost Auditor M/s Satija & Co. for audit of cost records for financial year 2026-27
5. Special Resolution - Item No. 5: Appointment of Smt. Gazal Kalra (DIN: 07278754) as Non-Executive, Independent Director
6. Special Resolution - Item No. 6: To approve enhancement of the Company's limits for granting Loans, making Investments, providing Guarantees and Securities under Section 186 of the Companies Act, 2013
Voting Process and Methods
The remote e-voting period commenced on Saturday, 19th September, 2026 at 09:00 A.M. (IST) and ended on Monday, 21st September, 2026 at 05:00 P.M. (IST). The Company appointed MUFG Intime India Private Limited (formerly Link Intime India Private Limited) as the Service Provider for remote e-voting and e-voting at the AGM. KK Sachdeva, Practicing Company Secretary, was appointed as the Scrutinizer to scrutinize votes in a fair and transparent manner.
Key Voting Outcomes
Resolution 1 - Adoption of Financial Statements
- Total Valid Votes: 50,898,539 shares (84.5621% of outstanding shares)
- Votes in Favor: 50,898,483 shares (99.9999%)
- Votes Against: 56 shares (0.0001%)
- Invalid Votes: 0
Resolution 2 - Final Dividend Declaration
- Total Valid Votes: 50,906,089 shares (84.5747% of outstanding shares)
- Votes in Favor: 50,906,033 shares (99.9999%)
- Votes Against: 56 shares (0.0001%)
- Invalid Votes: 0
Resolution 3 - Re-appointment of Monica Davar
- Total Valid Votes: 50,906,089 shares (84.5747% of outstanding shares)
- Votes in Favor: 50,905,978 shares (99.9998%)
- Votes Against: 111 shares (0.0002%)
- Invalid Votes: 0
Resolution 4 - Ratification of Cost Auditor Remuneration
- Total Valid Votes: 50,906,089 shares (84.5747% of outstanding shares)
- Votes in Favor: 50,906,033 shares (99.9999%)
- Votes Against: 56 shares (0.0001%)
- Invalid Votes: 0
Resolution 5 - Appointment of Gazal Kalra
- Total Valid Votes: 50,906,089 shares (84.5747% of outstanding shares)
- Votes in Favor: 50,906,033 shares (99.9999%)
- Votes Against: 56 shares (0.0001%)
- Invalid Votes: 0
Resolution 6 - Enhancement of Limits under Section 186
- Total Valid Votes: 50,906,089 shares (84.5747% of outstanding shares)
- Votes in Favor: 50,281,524 shares (98.7731%)
- Votes Against: 624,565 shares (1.2269%)
- Invalid Votes: 0
Participation Breakdown by Shareholder Category
Resolution 1 - Category-wise Voting
- Promoter and Promoter Group: 42,362,245 shares voted (100% of shares held), 100% in favor
- Public Institutions: 8,521,781 shares voted (89.2755% of shares held), 100% in favor
- Public Non-Institutions: 14,513 shares voted (0.1752% of shares held), 99.6141% in favor, 0.3859% against
Resolution 2 - Category-wise Voting
- Promoter and Promoter Group: 42,362,245 shares voted (100% of shares held), 100% in favor
- Public Institutions: 8,529,331 shares voted (89.3546% of shares held), 100% in favor
- Public Non-Institutions: 14,513 shares voted (0.1752% of shares held), 99.6141% in favor, 0.3859% against
Resolution 6 - Category-wise Voting (Special Resolution)
- Promoter and Promoter Group: 42,362,245 shares voted (100% of shares held), 100% in favor
- Public Institutions: 8,529,331 shares voted (89.3546% of shares held), 92.6787% in favor, 7.3213% against
- Public Non-Institutions: 14,513 shares voted (0.1752% of shares held), 99.2352% in favor, 0.7648% against
Scrutinizer's Role and Findings
KK Sachdeva, Practicing Company Secretary (Membership No. F7153, COP 4721), was appointed as Scrutinizer by the Board of Directors. The scrutinizer's responsibilities included:
- Scrutinizing votes through remote e-voting and e-voting at the AGM
- Ascertaining requisite majority for all resolutions
- Preparing consolidated scrutinizer's report based on data from MUFG
- Ensuring votes were reconciled with records maintained by RTA
The e-voting data was downloaded in the presence of two witnesses - Mr. Paras Anand and Mr. Dhiraj Sachdeva (not employees of the Company). The scrutinizer confirmed that all resolutions were approved with requisite majority.
Compliance Confirmation
The document confirms compliance 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
- All applicable MCA Circulars and SEBI Circulars
The voting results and scrutinizer's report were made available on the Company's website (https://sandhargroup.com/) and the RTA's website (https://instavote.linkintime.co.in/).