Date, Location, and Type of Meeting

The Postal Ballot process concluded on Thursday, 25th June 2026, at 5:00 P.M (IST). The results were declared at the registered office of the Company situated at 1st Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai – 600085. This was not a physical meeting but a process conducted entirely through a Postal Ballot (remote e-voting) as per Section 108 and 110 of the Companies Act, 2013.

Summary of Proposed Resolution and Implications

The single special resolution proposed was:

  • To consider and approve the change in designation of Mr. Amitabh Jaipuria (DIN: 01864871) from Non-Executive Director to Senior Executive Director and his appointment as Whole-time Director and Key Managerial Personnel.

The implications of this resolution include a change in Mr. Jaipuria's role, making him a Whole-time Director liable to retire by rotation for a period of three years plus extension as mutually agreed, effective from April 01, 2026. The resolution also approves his remuneration, which includes a fixed salary of Rs. 1,50,00,000 per annum (Rupees One Crore and Fifty Lakhs), a mutually agreed variable pay scheme, and perquisites as per the company's policy. In case of an M&A transaction, a separate contract for deal commission will be entered into.

Voting Process and Methods Used

The voting was conducted entirely through a remote e-voting process arranged with National Securities Depository Limited (NSDL). There was no physical mode of voting. The remote e-voting period commenced at 9:00 A.M (IST) on Wednesday, 27th May 2026, and closed at 5:00 P.M (IST) on Thursday, 25th June 2026. The Notice of Postal Ballot was dispatched via email to shareholders on May 25, 2026, and was also displayed on the company's website (www.uds.in) and NSDL's website. An advertisement was published in Financial Express (English) and Makkal Kural (Tamil) on May 26, 2026, to inform members.

Key Voting Outcomes

Total Votes Cast:

  • Total number of shareholders who voted: 195
  • Total number of votes (shares) cast: 50,087,330
  • Percentage of total voting rights represented: 100.0000%

Vote Breakdown for the Special Resolution:

  • Votes in Favor (Assent): 49,971,087 shares (99.7679% of votes cast)
  • Votes Against (Dissent): 116,243 shares (0.2321% of votes cast)
  • Number of shareholders in favor: 173
  • Number of shareholders against: 22

Participation Breakdown by Shareholder Category (as per Regulation 44(3) of SEBI LODR):

Promoter and Promoter Group:

  • Shares held: 39,563,155
  • Votes polled: 39,563,155 (100% of shares held)
  • Votes in favor: 39,563,155 (100% of votes polled)
  • Votes against: 0 (0% of votes polled)

Public - Institutions:

  • Shares held: 10,732,153
  • Votes polled: 9,381,952 (87.4191% of shares held)
  • Votes in favor: 9,364,812 (99.8173% of votes polled)
  • Votes against: 17,140 (0.1827% of votes polled)

Public - Non-Institutions:

  • Shares held: 16,657,933
  • Votes polled: 1,142,223 (6.8569% of shares held)
  • Votes in favor: 1,043,120 (91.3237% of votes polled)
  • Votes against: 99,103 (8.6763% of votes polled)

Grand Total (All Categories):

  • Total shares outstanding: 66,953,241
  • Total votes polled: 50,087,330 (74.8094% of outstanding shares)
  • Total votes in favor: 49,971,087 (99.7679% of votes polled)
  • Total votes against: 116,243 (0.2321% of votes polled)

Scrutinizer's Role, Findings, and Conclusions

M/s. Alagar & Associates LLP, Company Secretaries, Chennai, was appointed as the Scrutinizer by the Board of Directors at their meeting held on March 30, 2026. The Scrutinizer, D Saravanan (FCS, COP No.22608), was responsible for scrutinizing the postal ballot e-voting process in a fair and transparent manner. The Scrutinizer downloaded the results from the NSDL e-voting platform after the voting period ended. The Scrutinizer's report, dated June 25, 2026, confirmed that the special resolution was passed with the requisite majority. The electronic data and records were to remain in the Scrutinizer's safe custody until the Chairperson approved the minutes, after which they would be handed over to the Company Secretary.

Confirmation of Compliance

The company confirmed compliance with the provisions of Section 108 and 110 of the Companies Act, 2013, read with Rule 20 & 22 of the Companies (Management and Administration) Rules, 2014, and Regulation 30 of the SEBI LODR Regulations. The process also adhered to various MCA Circulars issued between 2020 and 2025. The notice was sent to shareholders whose names were on the register as of the cut-off date, May 22, 2026.

Names and Roles of Signatories

  • Sandhya Saravanan, Company Secretary and Compliance Officer (Membership No.: A66942), signed the declaration to the stock exchanges (BSE and NSE) and the proceedings document on behalf of Updater Services Limited.
  • D Saravanan, Designated Partner of Alagar & Associates LLP (FCS: F13721/COP: 22608), signed the Scrutinizer's Report.

Other Relevant Information

The company's Corporate Identification Number (CIN) is L74140TN2003PLC051955. The Scrutinizer's firm registration number is L2025TN019200, and their GST number is 33ABMFM8069L1ZL. The resolution includes clauses for payment of remuneration even in case of absence or inadequacy of profits, in accordance with Schedule V of the Companies Act, 2013. The Board of Directors is authorized to vary the terms of appointment subject to necessary approvals.