Nature of Event

The document constitutes the proceedings and voting results of the 54th Annual General Meeting (AGM) of Sheela Foam Limited, held pursuant to Regulations 30 and 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Meeting Details

The 54th AGM was held on Thursday, 16th July 2026 at 10:00 AM through Video Conference (VC) / Other Audio-Visual Means (OAVM) in compliance with the Companies Act, 2013 and MCA circulars.

Attendance

  • 265 shareholders (including promoter and promoter group) attended via video conference
  • Directors present: Mr. Rahul Gautam (Chairman and MD), Ms. Meena Jagtiani (ID), Ms. Hiroo Mirchandani (ID), Mr. Neeraj Jain (ID), Mr. Sudhir Ganpathy Shenoy (ID), Mr. Rajiv Srivastava (ID), Ms. Namita Gautam (WTD), Mr. Rakesh Chahar (Deputy MD), Mr. Tushaar Gautam (Vice Chairman & JMD)
  • Other attendees: Mr. Amit Kumar Gupta (Group CFO), Mr. Ankit Gupta (MSKA & Associates), Mr. Amitabh (AVA Associates), Md. Iquebal Ahmad (Company Secretary)

Voting Process

E-voting was conducted during the period from 13th July 2026 to 15th July 2026. Shareholders who did not vote through remote e-voting could vote during the meeting through the web portal, which remained open for 15 minutes after the meeting conclusion.

AVA Associates (P2007DE001600), Practicing Company Secretaries, was appointed as Scrutinizer for conducting the remote e-voting process.

Resolutions Put to Vote

Ordinary Business:

1. Adoption of Audited Standalone and Consolidated Financial Statements for year ended 31st March 2026 with reports of Board of Directors and Auditors

2. Declaration of final dividend of ₹1 (20%) per equity share of face value ₹5 each for FY ended March 31, 2026

3. Appointment of Ms. Namita Gautam (DIN 00190463) who retires by rotation

4. Reappointment of MSKA & Associates LLP as Statutory Auditors for second term of 5 consecutive years

Special Business:

5. Appointment of Mr. Neeraj Jain (DIN: 00348591) as Non-Executive Independent Director

6. Appointment of Ms. Hiroo Mirchandani (DIN: 06992518) as Non-Executive Independent Director

7. Appointment of Mr. Rajiv Srivastava (DIN: 03568897) as Non-Executive Independent Director

8. Appointment of Mr. Sudhir Shenoy (DIN: 05289639) as Non-Executive Independent Director

9. Reappointment of Mr. Rahul Gautam (DIN: 00192999) as Chairman and Managing Director

10. Reappointment of Ms. Namita Gautam (DIN: 00190463) as Whole-Time Director

11. Reappointment of Mr. Tushaar Gautam (DIN: 01646487) as Vice Chairman and Joint Managing Director

12. Reappointment of Mr. Rakesh Chahar (DIN: 00180587) as Deputy Managing Director (Whole Time Director)

13. Approval of remuneration payable to Cost Auditor for financial year 2026-27

Voting Results

All resolutions proposed in the AGM Notice dated 14.05.2026 were declared as passed with overwhelming majority. The detailed scrutinizer's report shows voting patterns across promoter, public institutions, and public non-institutions categories.

Key Financial Action

Final dividend of ₹1 (20%) per equity share of face value ₹5 declared for FY 2025-26.

Meeting Proceedings

The Company Secretary confirmed that physical delivery of notice and Annual Report were exempted by MCA and SEBI, and these were sent to members via email. The Auditors' Report had no qualifications. Eleven shareholders asked queries during the meeting which were replied by the Chairman. The meeting concluded at 11:15 AM.