Disclosure of Voting Results - Postal Ballot

Resolution Details

The single resolution proposed in the Postal Ballot Notice dated May 28, 2026, was:

  • Ordinary Resolution: To consider and approve Material Related Party Transaction(s) between Schneider Electric Infrastructure Limited and Schneider Electric IT Business India Private Limited.

Voting Process and Timeline

  • The remote e-voting commenced on Thursday, June 4, 2026, at 9:00 AM (IST).
  • The remote e-voting concluded on Friday, July 3, 2026, at 5:00 PM (IST).
  • The Scrutinizer for the process was Mr. Anirudh Grover, Partner of M/s Sanjay Grover & Associates, Company Secretaries.
  • The voting was unblocked on July 3, 2026, at 5:04 PM (IST) in the presence of two independent witnesses: Mr. Harshit Saxena and Mr. Vipin Dhameja.
  • The results are deemed to have been approved on July 3, 2026 (the last date of remote e-voting).

Scrutinizer's Report

Mr. Anirudh Grover submitted his report on July 6, 2026. The report confirms the process was conducted in compliance with:

  • Sections 108 and 110 of the Companies Act, 2013
  • Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014
  • MCA General Circulars (including No. 14/2020, 17/2020, and 03/2025)
  • Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Secretarial Standard–2 (SS-2) issued by ICSI

Share Capital and Eligibility

  • The total paid-up equity share capital of the company as of the cut-off date (May 29, 2026) was ₹47,82,08,070.
  • This capital was divided into 23,91,04,035 equity shares of ₹2 each.
  • All members holding equity shares as of May 29, 2026, were entitled to vote.

Voting Results

Resolution: Approval of Material Related Party Transaction

  • Total Valid Votes Cast: 15,945,776 shares
  • Votes in Favor (Assent): 15,943,556 shares (99.9861%)
  • Votes Against (Dissent): 2,220 shares (0.0139%)

The resolution was passed with the requisite majority.

Detailed Voting Breakdown

A. Remote E-Voting Summary:

  • Total e-voters: 647
  • Total Equity Shares Voted: 15,945,776
  • Paid-up Value of Voted Shares: ₹3,18,91,552
  • Invalid Votes: 0
  • Voters in Favor: 617 members (15,943,556 shares)
  • Voters Against: 30 members (2,220 shares)

B. Category-wise Voting (Regulation 44(3) of SEBI LODR):

  • Total Shareholders on Cut-off Date: 116,055
  • Promoters and Promoter Group: Held 17,93,28,026 shares. No votes were cast by this category via e-voting.
  • Public Institutions: Held 1,85,39,900 shares. No votes were cast by this category via e-voting.
  • Public Non-Institutions: Held 4,12,36,109 shares.
  • Votes Cast via E-voting: 1,48,71,535 shares (80.2137% of their holding)
  • All 1,48,71,535 votes (100%) were in favor.
  • Votes Cast via Poll: 10,74,241 shares (2.6051% of their holding)
  • Votes in Favor: 10,72,021 shares (99.7933%)
  • Votes Against: 2,220 shares (0.2067%)

Additional Information

  • Advertisements regarding the postal ballot were published in "The Financial Express" (English and Gujarati editions) and "Gujarat Samachar" (Vadodara edition) on June 4, 2026.
  • The notice and remote e-voting instructions were sent to all members whose email addresses were registered with the company/DP/RTA.
  • The voting was conducted on the NSDL e-voting platform (https://www.evoting.nsdl.com/).
  • The scrutinizer's report and full voting results will be available on the company's website: https://infra-in.se.com/en/index.jsp.