Shanthi Gears 53rd AGM Proceedings on July 29, 2026

Meeting Details

The 53rd Annual General Meeting was held on Wednesday, July 29, 2026 at 04:30 PM (IST) through Video Conferencing/Other Audio Visual Means (VC/OAVM). The meeting was conducted in compliance with MCA circulars, SEBI circulars, and provisions of the Companies Act, 2013.

Attendance

• 48 members attended the meeting
• Quorum was present, meeting commenced at 4:30 PM
• Meeting concluded at 5:20 PM

Directors and Officials Present

Directors:

• Mr. M A M Arunachalam - Chairman of the Board
• Dr. S K Sundraraman - Independent Director & Chairperson of Audit Committee & Stakeholders Relationship Committee
• Mr. A Venkataramani - Independent Director & Chairperson of Nomination and Remuneration Committee
• Ms. Aruna Thangaraj - Independent Director & Chairperson of Corporate Social Responsibility Committee
• Mr. K Iango - Independent Director
• Mr. Arun Venkatachalam - Non-Executive Director & Chairperson of Risk Management Committee
• Mr. Mukesh Ahuja - Non-Executive Director
• Mr. M Karunakaran - Whole-time Director & CEO

Key Managerial Personnel:

• Mr. Walter Vasanth P J - Company Secretary & Compliance Officer
• Mr. Sukanta Kumar Panigrahi - Chief Financial Officer

Auditors:

• Mr. R Sridharan - Secretarial Auditor and Scrutinizer for the AGM, R. Sridharan & Associates
• Ms. Geetha Jeyakumar - Statutory Auditor, Partner of MSKA & Associates LLP
• Mr. B Venkateswar - Cost Auditor

Voting Procedures

• Remote e-voting facility provided through NSDL platform
• Cut-off date: July 22, 2026
• E-voting period: July 26, 2026 (9:00 AM) to July 28, 2026 (5:00 PM)
• Mr. R Sridharan (FCS 4775) appointed as Scrutinizer for electronic voting process

Resolutions Presented

1. Ordinary Resolution: Adoption of Audited Financial Statements for FY ended March 31, 2026, including Board of Directors Report and Auditor's Report

2. Ordinary Resolution: Declaration of final dividend of ₹2 per share (200%) including interim dividend of ₹3 per equity share (300%) already declared and paid for FY2025-26

3. Ordinary Resolution: Re-appointment of Mr. Mukesh Ahuja (DIN-09364667) as Director who retires by rotation

4. Special Resolution: Payment of Commission to Non-Executive Directors for financial years from FY2025-26 to FY2029-30

5. Special Resolution: Appointment of Mr. K Ilango (DIN-00124115) as Independent Director for five consecutive years from May 5, 2026 to May 4, 2031

6. Special Resolution: Payment of commission to Mr. M A M Arunachalam, Non-Executive Chairman, for FY2025-26

7. Ordinary Resolution: Appointment of Mr. B Venkateswar (Membership No. 27622, Registration No. 100753) as Cost Auditor for FY2026-27 and fixation of remuneration

Shareholder Engagement

• Nine shareholders registered as speaker shareholders
• Eight shareholders were present during the meeting
• Chairman addressed queries and suggestions from members

Additional Information

• Necessary documents and registers were available for inspection by members
• Voting results to be declared along with scrutinizer's report and placed on company website and NSDL within statutory timeframe
• Results to be communicated to stock exchanges