Meeting Details

  • Date and Time: Friday, 17th July 2026, commenced at 3:30 p.m. IST and concluded at 5:25 p.m. IST.
  • Location: Conducted through Video Conferencing (VC)/Other Audio Video Means (OAVM).
  • Type of Meeting: 39th Annual General Meeting.
  • Dividend Record Date: Friday, 3rd July 2026.
  • Cut-off date for e-voting: Friday, 10th July 2026.
  • Total shareholders on cut-off date: 7,70,911 shareholders.
  • Shareholder Attendance: Physical presence exempted per MCA Circular Nos. 20/2020 and 03/2025 and SEBI Circulars. 3 Promoters and 94 Public shareholders attended via VC.

Proposed Resolutions and Implications

Ordinary Business:

1. Adoption of Audited Standalone Financial Statements for FY ended 31st March 2026 and reports of Board of Directors and Statutory Auditors.

2. Adoption of Audited Consolidated Financial Statements for FY ended 31st March 2026 and report of Statutory Auditors.

3. Confirmation of Interim Dividend and declaration of Final Dividend for FY ended 31st March 2026.

4. Re-appointment of Dr. Anish Shah as a Non-Executive Director liable to retire by rotation.

Special Business:

5. Shareholder's notice for appointment of Mr. Krishnam Parasramka as a Director under Section 160 of the Companies Act, 2013, submitted by Café Networks Limited. This item was sub-judice and not voted on due to an ad-interim order dated 14th July 2026 from the Civil Court at Kolkata, received by the Company on 16th July 2026, restraining the Company from conducting any poll or declaring results for this item.

Voting Process

  • Remote e-voting period: Monday, 13th July 2026 from 9:00 a.m. IST to Thursday, 16th July 2026 till 5:00 p.m. IST.
  • E-voting at AGM: Provided for items 1 to 4 for members who had not voted via remote e-voting. Opened during the AGM and closed at its conclusion.
  • Scrutinizer: Mr. Jayavant B. Bhave, Company Secretary (FCS 4266, CP 3068), appointed by the Board on 22nd April 2026.
  • Agency: National Securities Depository Limited (NSDL) provided the e-voting facility.

Key Voting Outcomes

Resolution 1 (Ordinary - Adoption of Standalone Financial Statements):

  • Total valid votes cast: 854,266,146
  • Votes in favour: 854,266,146 (99.9985%)
  • Votes against: 2,693 (0.0015%)
  • Number of members voted: 2,494
  • Invalid votes: 0

Resolution 2 (Ordinary - Adoption of Consolidated Financial Statements):

  • Total valid votes cast: 854,266,113
  • Votes in favour: 854,266,113 (99.9985%)
  • Votes against: 2,687 (0.0015%)
  • Number of members voted: 2,490
  • Invalid votes: 0

Resolution 3 (Ordinary - Dividend Declaration):

  • Total valid votes cast: 854,589,244
  • Votes in favour: 854,578,828 (99.9988%)
  • Votes against: 10,416 (0.0012%)
  • Number of members voted: 2,495
  • Invalid votes: 0

Resolution 4 (Ordinary - Re-appointment of Dr. Anish Shah):

  • Total valid votes cast: 854,516,686
  • Votes in favour: 828,867,924 (96.9984%)
  • Votes against: 25,648,762 (3.0016%)
  • Number of members voted: 2,520 (2,290 in favour, 230 against)
  • Invalid votes: 0

Resolution 5: Not voted on due to court order.

Overall Participation:

  • Total shares outstanding: 980,057,958
  • Total votes polled for resolutions 1-4: 87.1662% to 87.1978% of outstanding shares

Scrutinizer's Role and Findings

  • Mr. Jayavant B. Bhave scrutinized the e-voting process in a fair and transparent manner.
  • Downloaded and counted votes from NSDL's system after the AGM conclusion on 17th July 2026.
  • Unblocked electronic votes in the presence of witnesses (Prapthi Shetty and Dhruv Bhome) at 5:32 p.m. IST on 17th July 2026.
  • Confirmed that resolutions 1 to 4 passed with requisite majority.
  • Noted that results for resolution 5 are not declared due to the court order.
  • The scrutinizer's register and records will remain in his custody until the Chairman signs the AGM minutes.

Compliance with Laws and Regulations

  • Conducted in compliance with SEBI Listing Regulations, Companies Act 2013, and MCA/SEBI circulars granting exemptions for physical meetings.
  • Notice and Integrated Annual Report 2025-2026 were sent electronically to members on 24th June 2026 and uploaded on company and stock exchange websites.

Additional Information

  • The voting results and scrutinizer report are also uploaded on the company's website (www.techmahindra.com) and NSDL's website (www.evoting.nsdl.com).