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

Transrail Lighting Limited

Meeting Details

  • Type of Meeting: 19th Annual General Meeting (AGM)
  • Date: Monday, September 28, 2026
  • Time: 03:30 PM (IST)
  • Mode: Conducted through Video Conferencing (VC) / Other Audio Visual Means (OAVM)
  • Record Date: September 21, 2026
  • Total Shareholders on Record Date: 157,663

Scrutinizer Details

  • Name: Mitesh Shah
  • Firm: Mitesh Shah & Co.
  • Qualification: Company Secretary
  • Membership Number: 10070
  • Appointment Date: August 6, 2026 (Board Meeting)
  • Report Issuance Date: September 29, 2026

Voting Process and Participation

  • Voting Methods: Remote e-voting and e-voting during AGM
  • E-voting Provider: Central Depository Services (India) Limited (CDSL)
  • Remote e-voting Period: September 24, 2026 (9:00 AM) to September 27, 2026 (5:00 PM)
  • E-voting at AGM: Remained open for 15 minutes after meeting conclusion
  • Attendance:
  • Promoters: 3 members via video conferencing
  • Public: 60 members via video conferencing

Resolution Summary and Voting Outcomes

Total Resolutions: 9 (All passed with requisite majority)

Resolution 1: Ordinary Resolution

Description: To receive, consider and adopt:

a) Audited Standalone Financial Statements for FY ended March 31, 2026

b) Audited Consolidated Financial Statements for FY ended March 31, 2026

Voting Results:

  • Total Votes Cast: 95,506,637 (71.1377% of outstanding shares)
  • Votes in Favor: 95,505,901 (99.9992%)
  • Votes Against: 736 (0.0008%)
  • Shareholders Voting: 216

Resolution 2: Ordinary Resolution

Description: To declare Final Dividend of ₹2 per equity share (face value ₹2 each) for FY 2025-26

Voting Results:

  • Total Votes Cast: 95,506,637 (71.1377%)
  • Votes in Favor: 95,506,142 (99.9995%)
  • Votes Against: 495 (0.0005%)
  • Shareholders Voting: 216

Resolution 3: Ordinary Resolution

Description: Re-appointment of Mr. D. Suryanarayana (DIN: 07304786) as Director retiring by rotation

Voting Results:

  • Total Votes Cast: 95,506,487 (71.1376%)
  • Votes in Favor: 95,505,514 (99.9990%)
  • Votes Against: 973 (0.0010%)
  • Shareholders Voting: 215

Resolution 4: Ordinary Resolution

Description: Re-appointment of Dr. Indu Shekhar Jha (DIN: 00015615) as Director retiring by rotation

Voting Results:

  • Total Votes Cast: 95,506,487 (71.1376%)
  • Votes in Favor: 95,505,324 (99.9988%)
  • Votes Against: 1,163 (0.0012%)
  • Shareholders Voting: 215

Resolution 5: Ordinary Resolution

Description: Ratification of remuneration payable to Cost Auditor for FY 2026-27

Voting Results:

  • Total Votes Cast: 95,506,472 (71.1376%)
  • Votes in Favor: 95,505,507 (99.9990%)
  • Votes Against: 965 (0.0010%)
  • Shareholders Voting: 214

Resolution 6: Ordinary Resolution

Description: Appointment of G. M. Kapadia & Co. as Joint Statutory Auditors

Voting Results:

  • Total Votes Cast: 95,506,487 (71.1376%)
  • Votes in Favor: 95,505,756 (99.9992%)
  • Votes Against: 731 (0.0008%)
  • Shareholders Voting: 215

Resolution 7: Ordinary Resolution

Description: Authorization for Board to appoint Branch Auditors for overseas offices under Section 143(8)

Voting Results:

  • Total Votes Cast: 95,506,487 (71.1376%)
  • Votes in Favor: 95,505,534 (99.9990%)
  • Votes Against: 953 (0.0010%)
  • Shareholders Voting: 215

Resolution 8: Special Resolution

Description: Re-appointment of Mr. Digambar Chunnilal Bagde (DIN: 00122564) as Executive Chairman (Whole Time Director) for 1 year from October 1, 2026

Voting Results:

  • Total Votes Cast: 95,506,487 (71.1376%)
  • Votes in Favor: 94,970,598 (99.4389%)
  • Votes Against: 535,889 (0.5611%)
  • Shareholders Voting: 215

Resolution 9: Special Resolution

Description: Appointment of Ms. Ranjana Maitra (DIN: 11881304) as Non-Executive Independent Director from August 13, 2026 to August 12, 2026

Voting Results:

  • Total Votes Cast: 95,506,487 (71.1376%)
  • Votes in Favor: 95,505,856 (99.9993%)
  • Votes Against: 631 (0.0007%)
  • Shareholders Voting: 215

Shareholder Category-wise Voting Breakdown

Total Outstanding Shares: 134,256,025

Promoter and Promoter Group:

  • Shares Held: 95,478,484
  • Votes Polled: 93,859,944 (98.3048%)
  • Consistently voted 100% in favor across all resolutions

Public Institutions:

  • Shares Held: 11,329,065
  • Votes Polled: 1,477,274 (13.0397%)
  • Voted 100% in favor for most resolutions except Resolution 8 (63.7808% in favor)

Public Non-Institutions:

  • Shares Held: 27,448,476
  • Votes Polled: 169,269 (0.6167%)
  • Approval rates ranged from 99.31% to 99.71% across resolutions

Scrutinizer's Report Findings

Mitesh Shah & Co. confirmed:

  • Proper conduct of remote e-voting through CDSL platform (EVEN: 260825036)
  • Compliance with Companies Act, 2013 and SEBI LODR Regulations
  • All resolutions passed with requisite majority
  • Voting records sealed and handed over to Company Secretary for safekeeping

Compliance Confirmation

The company confirmed compliance with:

  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Companies Act, 2013 and relevant Rules
  • MCA circulars permitting VC/OAVM meetings
  • Secretarial Standard-2 (SS-2)

Additional Information

  • The results have been uploaded on company website: www.transrail.in
  • Corporate Office: 501 A, B, C, E, Fortune 2000, Block-G, Bandra Kurla Complex, Bandra East, Mumbai - 400051