Suraj Estate Developers 2026 AGM Voting Results

Meeting Details

The 40th Annual General Meeting (AGM) of Suraj Estate Developers Limited was held on September 30, 2026. The meeting was conducted through Video Conferencing (VC) / Other Audio Visual Means (OAVM) without the physical presence of members at a common venue, in compliance with MCA and SEBI circulars.

Summary of Proposed Resolutions and Implications

The AGM considered nine resolutions for shareholder approval:

Ordinary Resolutions:

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

2. Re-appointment of Mrs. Elizabeth Lavanya Thomas (DIN:09503741) as a Non-Executive Non-Independent Director.

3. Re-appointment of Mr. Rajan Meenathakonil Thomas (DIN:00634576) as a Director.

4. Ratification of the remuneration of the Cost Auditor for the Financial Year 2026-27.

Special Resolutions:

5. Re-appointment of Mr. Rajan Meenathakonil Thomas (DIN:00634576) as the Managing Director of the Company.

6. Re-appointment of Mr. Rahul Rajan Jesu Thomas (DIN:00318419) as a Whole-Time Director of the Company.

7. Approval for raising funds by way of issue of eligible securities of the Company.

8. Approval to borrow funds in excess of the Paid-up Capital, Free Reserves, and Securities Premium amount of the Company.

9. Authority to create a charge on the assets of the Company.

The implications include the formal adoption of annual accounts, the continuation of key management personnel, and the securing of necessary approvals for future fundraising and financing activities.

Voting Process and Methods Used

The voting process comprised two methods:

1. Remote e-voting: Facility was provided by National Securities Depository Limited (NSDL). It was available from 10:00 AM IST on Sunday, September 27, 2026, until 5:00 PM IST on Tuesday, September 29, 2026.

2. E-voting at the AGM: This facility was available for members who did not cast their votes via the remote e-voting facility.

Members who voted through both methods had their remote e-vote considered valid.

Key Voting Outcomes

Overall Participation:

Total Votes Cast: 35,315,319 shares
Percentage of Votes Polled on Outstanding Shares: 73.92%
Total Number of Members who Voted: 72

Resolution-wise Results:

Resolution 1 (Ordinary - Adoption of Financial Statements):

Total Votes in Favour: 35,315,267 (100.0000% of votes polled)
Total Votes Against: 52 (0.0000% of votes polled)
Result: Passed

Resolution 2 (Ordinary - Re-appointment of Mrs. Elizabeth Thomas):

Total Votes in Favour: 35,315,226 (99.9997% of votes polled)
Total Votes Against: 93 (0.0003% of votes polled)
Result: Passed

Resolution 3 (Ordinary - Re-appointment of Mr. Rajan Thomas as Director):

Total Votes in Favour: 35,315,226 (99.9997% of votes polled)
Total Votes Against: 93 (0.0003% of votes polled)
Result: Passed

Resolution 4 (Ordinary - Ratification of Cost Auditor Remuneration):

Total Votes in Favour: 35,315,226 (99.9997% of votes polled)
Total Votes Against: 93 (0.0003% of votes polled)
Result: Passed

Resolution 5 (Special - Re-appointment of Mr. Rajan Thomas as MD):

Total Votes in Favour: 35,315,226 (99.9997% of votes polled)
Total Votes Against: 93 (0.0003% of votes polled)
Result: Passed

Resolution 6 (Special - Re-appointment of Mr. Rahul Thomas as WTD):

Total Votes in Favour: 35,303,247 (99.9658% of votes polled)
Total Votes Against: 12,072 (0.0342% of votes polled)
Result: Passed

Resolution 7 (Special - Raising of Funds):

Total Votes in Favour: 35,303,247 (99.9658% of votes polled)
Total Votes Against: 12,072 (0.0342% of votes polled)
Result: Passed

Resolution 8 (Special - Borrowing in excess):

Total Votes in Favour: 35,315,135 (99.9995% of votes polled)
Total Votes Against: 184 (0.0005% of votes polled)
Result: Passed

Resolution 9 (Special - Authority to create charge):

Total Votes in Favour: 35,315,135 (99.9995% of votes polled)
Total Votes Against: 184 (0.0005% of votes polled)
Result: Passed

Participation Breakdown by Shareholder Category:

Promoter & Promoter Group: Held 33,296,426 shares. Voted 33,296,025 shares (99.9988% participation). Unanimous in favour for all resolutions.
Public Institutions: Held 1,466,995 shares. Voted 309,369 shares (21.0886% participation). Unanimous in favour for most resolutions; 96.13% in favour for Resolution 7.
Public Non-Institutions: Held 13,009,967 shares. Voted 1,709,925 shares (13.1432% participation). Overwhelmingly in favour for all resolutions, with minor dissent on several items.

Scrutinizer's Role, Findings, and Conclusions

Rathi & Associates, Company Secretaries, with Mr. Himanshu S. Kamdar (M. No. F5171) as the partner, was appointed as the Scrutinizer. Their role was to ensure the voting process was fair and transparent and to prepare a consolidated report of the votes cast.

The Scrutinizer's Report, dated September 30, 2026, confirmed the voting process was carried out correctly. The report detailed the number of members voting and shares voted through each method (e-voting at AGM: 3 members, 2,017 shares; remote e-voting: 69 members, 35,313,302 shares) and provided a breakdown of assent and dissent for each resolution, which aligns with the results declared in Annexure I.

Compliance Confirmation

The letter is explicitly submitted pursuant to Regulation 30 and Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Scrutinizer's appointment and the voting process were conducted in accordance with Section 108 of the Companies Act, 2013, the Companies (Management and Administration) Rules, 2014, and relevant SEBI and MCA circulars.

Names and Roles of Signatories

Mukesh Kumar Gupta, Company Secretary & Compliance Officer (ICSI Membership No.: F6959), signed the declaration letter to the stock exchanges.
Mr. Rajan Thomas, Managing Director (DIN: 00634576), countersigned the Scrutinizer's Report (Annexure II).
Mr. Himanshu S. Kamdar, Partner of Rathi & Associates, signed the Scrutinizer's Report.