Meeting Details

The meeting was conducted via postal ballot with remote e-voting only, as there was no physical meeting. The last date for receipt of postal ballot e-voting was June 19, 2026, which is also the date the resolution was deemed passed. The record date for determining shareholders entitled to vote was May 15, 2026, with 146,402 shareholders on record.

Proposed Resolutions

The special resolution proposed was to approve the change in role of Ms. Kiran Mazumdar-Shaw (DIN: 00347229) from Non-Executive Chairperson to Executive Chairperson (a Key Managerial Personnel) of the company and the payment of managerial remuneration. Promoters and promoter group were interested in this resolution.

Voting Process

Voting was conducted solely through remote e-voting via the platform of KFin Technologies Limited, the company's Registrar and Share Transfer Agents. The voting period was from May 21, 2026, at 09:00 AM IST to June 19, 2026, at 05:00 PM IST. The notice was sent electronically to members, and advertisements were published in Financial Express (English) and Vijayavani (Kannada) on May 21, 2026.

Voting Outcomes

The resolution was passed with the requisite majority. The total number of equity shares outstanding was 402,939,420. The total votes cast were 351,342,683 shares, representing 87.1949% of outstanding shares. The votes in favor were 321,129,387 (91.4006% of votes polled), and votes against were 30,213,296 (8.5994% of votes polled).

Breakdown by Shareholder Category:

  • Promoter and Promoter Group: Held 212,283,697 shares; voted 211,185,608 shares (99.4827% participation); 100% in favor, 0% against.
  • Public Institutions: Held 162,148,859 shares; voted 140,045,579 shares (86.3685% participation); 78.4322% in favor, 21.5678% against.
  • Public Non-Institutions: Held 28,506,864 shares; voted 111,496 shares (0.3911% participation); 92.3459% in favor, 7.6541% against.

No votes were cast via poll or physical postal ballot. The resolution was passed.

Scrutinizer's Report

Pradeep Bheemsen Kulkarni of V Sreedharan & Associates was appointed as the scrutinizer. The report confirms that the e-voting process was conducted in compliance with the Companies Act, 2013 and relevant rules. All votes were cast electronically, with no physical ballots. The scrutinizer matched shareholdings with the register of members as of May 15, 2026. Invalid e-votes amounted to 6,465 shares (0.0016% of outstanding shares). The net valid e-votes were 351,342,683 shares. The scrutinizer emailed all e-registers and records to the company secretary for safe custody.

Compliance

The process adhered to Section 110 of the Companies Act, 2013, Rule 22 of the Companies (Management and Administration) Rules, 2014, and SEBI LODR regulations. MCA circulars regarding electronic voting were followed.