AGM Details

The 8th AGM of Tenneco Clean Air India Limited was held on Friday, August 28, 2026, at 4:00 P.M. IST through Video Conferencing/Other Audio Visual Means. The meeting was conducted to transact businesses as stated in the AGM Notice dated May 30, 2026.

Voting Process and Scrutinizer Appointment

The Company engaged Central Depository Services (India) Limited (CDSL) to provide remote e-voting and e-voting services during the AGM. Mr. Nitesh Latwal, Partner of M/s. PI & Associates, Practicing Company Secretaries (FRN: P2014UP035400), was appointed as Scrutinizer by the Board of Directors on May 30, 2026, to scrutinize the voting process.

The remote e-voting period commenced on Tuesday, August 25, 2026, at 9:00 A.M. IST and ended on Thursday, August 27, 2026, at 5:00 P.M. IST. Members of the Company as on the cut-off date of Friday, August 21, 2026, were entitled to vote.

Total Share Capital and Voting Participation

The total outstanding shares of the company were 403,604,309. Total votes polled across all resolutions were 359,066,340 shares, representing 88.9649% of total outstanding shares.

Resolution-wise Voting Results

Item No. 1: Adoption of audited standalone financial statements for FY 2025-26

  • Type: Ordinary Resolution
  • Total votes polled: 359,066,340 shares (88.9649% of outstanding)
  • Votes in favor: 359,066,287 shares (100.0000% of votes polled)
  • Votes against: 53 shares (0.0000% of votes polled)
  • Invalid votes: 3,390,811 shares
  • Result: Passed

Item No. 2: Adoption of audited consolidated financial statements for FY 2025-26

  • Type: Ordinary Resolution
  • Total votes polled: 359,066,340 shares (88.9649% of outstanding)
  • Votes in favor: 359,066,295 shares (100.0000% of votes polled)
  • Votes against: 45 shares (0.0000% of votes polled)
  • Invalid votes: 3,390,811 shares
  • Result: Passed

Item No. 3: Re-appointment of Mr. Prakash Mahesh (DIN: 11095815) as Non-Executive Non-Independent Director

  • Type: Ordinary Resolution
  • Total votes polled: 359,066,340 shares (88.9649% of outstanding)
  • Votes in favor: 358,896,486 shares (99.9527% of votes polled)
  • Votes against: 169,854 shares (0.0473% of votes polled)
  • Invalid votes: 3,390,811 shares
  • Result: Passed

Item No. 4: Re-appointment of Mr. Nathan Patrick Bowen (DIN: 11095741) as Non-Executive Non-Independent Director

  • Type: Ordinary Resolution
  • Total votes polled: 359,066,340 shares (88.9649% of outstanding)
  • Votes in favor: 356,146,475 shares (99.1868% of votes polled)
  • Votes against: 2,919,865 shares (0.8132% of votes polled)
  • Invalid votes: 3,390,811 shares
  • Result: Passed

Item No. 5: Appointment of Secretarial Auditors of the Company

  • Type: Ordinary Resolution
  • Total votes polled: 359,066,340 shares (88.9649% of outstanding)
  • Votes in favor: 343,458,311 shares (95.6532% of votes polled)
  • Votes against: 15,608,029 shares (4.3468% of votes polled)
  • Invalid votes: 3,390,811 shares
  • Result: Passed

Item No. 6: Revision in terms of remuneration of Mr. Arvind Chandrasekharan (DIN: 08721916), Whole Time Director and CEO

  • Type: Ordinary Resolution
  • Total votes polled: 359,066,340 shares (88.9649% of outstanding)
  • Votes in favor: 359,046,512 shares (99.9945% of votes polled)
  • Votes against: 19,828 shares (0.0055% of votes polled)
  • Invalid votes: 3,390,811 shares
  • Result: Passed

Item No. 7: Appointment of Mr. Noah Jesse Falk (DIN: 11665788) as Non-Executive Non-Independent Director

  • Type: Ordinary Resolution
  • Total votes polled: 357,049,280 shares (88.4652% of outstanding)
  • Votes in favor: 356,862,843 shares (99.9478% of votes polled)
  • Votes against: 186,437 shares (0.0522% of votes polled)
  • Invalid votes: 3,390,811 shares
  • Result: Passed

Shareholder Category-wise Voting Patterns

  • Promoter and Promoter Group: Held 241,300,439 shares (59.79% of total), voted 100% in favor on all resolutions
  • Public Institutions: Held 140,390,493 shares (34.78% of total), voted 83.87% of their holdings
  • Public Non-Institutions: Held 21,913,377 shares (5.43% of total), voted 0.06% of their holdings

Scrutinizer's Report

The Scrutinizer confirmed that the voting process was conducted in a fair and transparent manner in compliance with Section 108 of the Companies Act, 2013, Rule 20 of the Companies (Management and Administration) Rules, 2014, MCA Circulars, and SEBI Circulars. All resolutions were passed with requisite majority.

Additional Information

The AGM Notice along with Annual Report for FY 2025-26 was dispatched to members on August 6, 2026. The voting results and scrutinizer's report are available on the company's website at https://tennecoindia.com/investor-relations/.