Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Sunflag Iron and Steel Company Limited

Meeting Details

The 40th Annual General Meeting was held on Friday, 25th September, 2026 at 12:00 PM IST through Video Conferencing (VC) / Other Audio-Visual Means (OAVM). The deemed venue was the Registered Office of the Company at 33/1, Mount Road, Sadar, Nagpur - 440001, Maharashtra, India.

Cut-off (Record) Date: Friday, 18th September, 2026

Total Number of Members as on Cut-off Date: 56,793

Total Number of Members present in the meeting through VC/OAVM: 72

  • Promoter & Promoter Group Members: 5
  • Public Members: 67

Proposed Resolutions and Implications

Six resolutions were put to vote at the AGM:

Item No. 1: Ordinary Resolution

To receive, consider and adopt the Audited Financial Statements (Standalone and Consolidated) of the Company for the Financial Year 2025-26 ended 31st March, 2026, including the Balance Sheet as at 31st March, 2026, Statement of Profit and Loss and Cash Flow for the Financial Year 2025-26, together with the Board's Report and Report of the Statutory Auditors thereon.

Item No. 2: Ordinary Resolution

Declaration of final dividend @10% (i.e. ₹1 per share) on Equity Share of face value of ₹10 each for the Financial Year ended 31st March, 2026.

Item No. 3: Ordinary Resolution

To appoint a director in place of Mr. Ravi Bhushan Bhardwaj (DIN - 00054700), who retires by rotation and, being eligible, offers himself for re-appointment.

Item No. 4: Special Resolution

Appointment of Mr. Mukund Prabhakar Chaudhari (DIN: 05339308), as a Director (Category - Non-executive, Independent) of the Company, and also for a fixed first term of Forty (40) months, as an Independent Director of the Company.

Item No. 5: Special Resolution

Re-appointment of Mr. Ramchandra Vasant Dalvi (DIN - 00012065), as a Director (Technical) (Category - Non-independent, Executive), designated Key Managerial Personnel of the Company, liable to retire by rotation, for a further period of three (3) years effective 14th August, 2026.

Item No. 6: Ordinary Resolution

Ratification of remuneration of Cost Auditors of the Company for the Financial Year 2026-27.

Voting Process and Methods

The voting was conducted through electronic means comprising:

  • Remote e-voting period: Monday, 21st September, 2026 at 09:00 AM IST to Thursday, 24th September, 2026 at 05:00 PM IST
  • E-voting during the AGM on 25th September, 2026 for shareholders who had not voted during the remote e-voting period

The e-voting system was provided by National Securities Depository Limited (NSDL). The facility to appoint proxy was not available for this AGM as per MCA Circulars, though body corporates could appoint authorized representatives.

Key Voting Outcomes

Overall Participation

Total outstanding shares: 180,219,448

Total votes polled: 131,126,714 (72.76% of outstanding shares)

Resolution-wise Results:

Item 1 - Adoption of Financial Statements

  • Total votes polled: 131,126,714 (72.76%)
  • Votes in favor: 131,125,146 (99.99%)
  • Votes against: 1,568 (0.01%)

Item 2 - Dividend Declaration

  • Total votes polled: 131,147,590 (72.77%)
  • Votes in favor: 131,146,022 (99.99%)
  • Votes against: 1,568 (0.01%)

Item 3 - Re-appointment of Mr. Ravi Bhushan Bhardwaj

  • Total votes polled: 112,727,771 (62.55%)
  • Votes in favor: 112,722,044 (99.99%)
  • Votes against: 5,727 (0.01%)
  • Note: 18,419,819 promoter/promoter group votes were abstained/invalid

Item 4 - Appointment of Mr. Mukund Prabhakar Chaudhari

  • Total votes polled: 131,147,590 (72.77%)
  • Votes in favor: 131,142,076 (99.99%)
  • Votes against: 5,514 (0.01%)

Item 5 - Re-appointment of Mr. Ramchandra Vasant Dalvi

  • Total votes polled: 131,147,590 (72.77%)
  • Votes in favor: 131,141,863 (99.99%)
  • Votes against: 5,727 (0.01%)

Item 6 - Ratification of Cost Auditors' Remuneration

  • Total votes polled: 131,147,590 (72.77%)
  • Votes in favor: 131,142,076 (99.99%)
  • Votes against: 5,514 (0.01%)

Category-wise Breakdown:

Promoter & Promoter Group (92,194,826 shares)

  • Voted 100% in favor on all resolutions except Item 3 (80.02% participation with 100% in favor)

Public Institutions (1,553,630 shares)

  • Participation ranged from 39.14% to 40.49%
  • Nearly 100% approval across all resolutions

Public Non-Institutions (86,470,992 shares)

  • Participation: 44.32% across most resolutions
  • Approval rates: 99.99% with minor opposition (0.01-0.0144%)

Scrutinizer's Role and Findings

M/s R. A. Daga & Co., Company Secretaries, Nagpur (Membership No. 5522, COP No. 5073) was appointed as scrutinizer for conducting the voting process in a fair and transparent manner. The scrutinizer:

  • Was appointed by the Board of Directors at their 207th meeting held on 11th August, 2026
  • Conducted the scrutiny in accordance with Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014
  • Unblocked the votes on 25th September, 2026 in the presence of two witnesses (Ms. Yajushi Pathak and Ms. Shweta Rahmatkar)
  • Generated detailed reports from the NSDL e-voting system
  • Confirmed all resolutions were passed with requisite majorities

Compliance Confirmation

The document confirms compliance with:

  • Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Companies Act, 2013 and relevant rules
  • MCA Circulars regarding conduct of AGM through VC/OAVM
  • All relevant provisions for electronic voting processes

Additional Information

The notice and annual report were sent to members via email and physical letters where email addresses were unavailable. Public notices were published in The Indian Express (English) and Lokatta (Marathi) on 28th August and 2nd September, 2026. The quorum requirement of 30 members was satisfied with 72 members attending through VC/OAVM.