Meeting Details

  • Type of Meeting: Postal Ballot
  • Last Date for Receipt of Votes: Thursday, August 13, 2026
  • Record Date: Friday, July 03, 2026
  • Total Number of Shareholders on Record Date: 17,769

Summary of Proposed Resolutions

All five proposed resolutions were Special Resolutions related to the appointment and remuneration of directors:

1. Re-appointment of Mr. Jayakar Krishnamurthy (DIN: 00018987) as Managing Director (designated as Chairman and Managing Director) and approval of his remuneration.

2. Approval of increase in managerial remuneration of Mr. Adithya Srivatsa Jayakar (DIN: 08188358), Deputy Managing Director.

3. Re-appointment of Mr. Ram Ramamurthy (DIN: 06955444) as Whole Time Director and approval of his remuneration.

4. Re-appointment of Mr. Ramachandran Sundar (DIN: 10831047) for a second term as an Independent Director.

5. Re-appointment of Mr. Abhaya Shankar (DIN: 00008378) as a Non-Executive Non-Independent Director.

The promoter/promoter group was interested in all agenda items/resolutions.

Voting Process and Methods

The voting was conducted entirely through a remote e-voting process. There was no physical polling or postal ballot form submission (if applicable).

  • E-voting Platform Provider: National Securities Depository Limited (NSDL)
  • E-voting Period: Commenced on Wednesday, July 15, 2026, at 09:00 AM (IST) and concluded on Thursday, August 13, 2026, at 05:00 PM (IST).
  • The Postal Ballot Notice was dispatched to members via electronic mode on July 14, 2026.

Key Voting Outcomes

Overall Participation

  • Total Number of Outstanding Shares: 22,113,625
  • Total Number of Votes Polled: 15,622,947
  • Overall Voter Turnout: 70.6485%

Resolution-wise Results

Resolution 1 (Re-appointment of Mr. Jayakar Krishnamurthy as CMD)

  • Total Votes Cast: 15,622,947
  • Votes in Favour: 15,569,126 (99.6555%)
  • Votes Against: 53,821 (0.3445%)
  • Result: Passed

Resolution 2 (Increase in remuneration for Mr. Adithya Srivatsa Jayakar)

  • Total Votes Cast: 15,622,947
  • Votes in Favour: 15,567,427 (99.6446%)
  • Votes Against: 55,520 (0.3554%)
  • Result: Passed

Resolution 3 (Re-appointment of Mr. Ram Ramamurthy as WTD)

  • Total Votes Cast: 15,622,947
  • Votes in Favour: 15,569,074 (99.6551%)
  • Votes Against: 53,873 (0.3449%)
  • Result: Passed

Resolution 4 (Re-appointment of Mr. Ramachandran Sundar as ID)

  • Total Votes Cast: 15,622,847
  • Votes in Favour: 15,569,026 (99.6554%)
  • Votes Against: 53,821 (0.3446%)
  • Result: Passed

Resolution 5 (Re-appointment of Mr. Abhaya Shankar as NED)

  • Total Votes Cast: 15,622,947
  • Votes in Favour: 15,569,046 (99.6549%)
  • Votes Against: 53,901 (0.3451%)
  • Result: Passed

Category-wise Voting Breakdown (Illustrative for Resolution 1)

  • Promoter and Promoter Group: Held 15,541,431 shares. All 15,541,431 shares (100%) were voted entirely in favor.
  • Public Institutions: Held 1,220 shares. 0 shares were voted (0% participation).
  • Public-Non Institutions: Held 6,570,974 shares. 81,516 shares (1.241% of their holding) were voted. Votes were 27,695 in favor (33.975%) and 53,821 against (66.025%).

Scrutinizer's Role and Findings

  • Name of Scrutinizer: Mr. P. Muthukumaran
  • Firm Name: P. Muthukumaran and Associates
  • Appointment Date: The Scrutinizer was appointed in a Board Meeting held on July 08, 2026.
  • Report Date: The Scrutinizer's report was issued on August 14, 2026.
  • Role: The Scrutinizer was responsible for conducting and scrutinizing the remote e-voting process in a fair and transparent manner. The Scrutinizer downloaded the voting data from the NSDL platform at the end of the voting period, counted the votes, and prepared the result.
  • Conclusion: The Scrutinizer confirmed that all five resolutions were duly passed with the requisite majority on August 13, 2026.

Compliance Confirmation

The document confirms compliance with:

  • Sections 108 and 110 of the Companies Act, 2013.
  • Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014.
  • Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
  • Secretarial Standard-2 (SS-2) on General Meetings.
  • MCA General Circular No. 3/2025 dated September 22, 2025.
  • NSE Circular Ref No: NSE/CML/2023/74 dated October 17, 2023 (for XBRL filing).

The results have been/will be made available on the company's website (www.ucal.com), the NSDL e-voting website (www.evoting.nsdl.com), and the notice board at the Registered Office.