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

Vardhman Special Steels Limited

Meeting Details

The 16th Annual General Meeting was held on Friday, 18th September 2026. The meeting commenced at 10:00 a.m. and concluded at 10:33 a.m. The meeting was held at Vardhman Premises, Chandigarh Road, Ludhiana-141010.

Proposed Resolutions and Implications

Seven resolutions were put to vote:

1. Ordinary Resolution: To receive, consider and adopt the Audited Financial Statements for FY 2025-26

2. Ordinary Resolution: To declare Dividend

3. Ordinary Resolution: To re-appoint Mr. Rajendar Kumar Rewari as director liable to retire by rotation

4. Ordinary Resolution: To re-appoint Mr. Toshio Ito as director liable to retire by rotation

5. Special Resolution: To revise remuneration payable to Mrs. Soumya Jain, Executive Director

6. Ordinary Resolution: To ratify remuneration payable to Cost Auditors for FY 2026-27

7. Special Resolution: To approve continuation of Mr. Rajendar Kumar Rewari's term as Executive Director upon attaining age 70

Voting Process and Methods

The Company provided remote e-voting facility through Central Depository Services (India) Limited (CDSL) as service provider. Electronic voting was also available at the AGM for members who had not voted remotely. The cut-off date for voting eligibility was 11th September 2026. Remote e-voting commenced on 15th September 2026 at 09:00 A.M. and ended on 17th September 2026 at 05:00 P.M.

Key Voting Outcomes

Resolution 1: Adoption of Financial Statements

  • Total votes cast: 76,406,908 shares (79.01% of paid-up capital)
  • Votes in favor: 76,406,898 shares (100.00%)
  • Votes against: 10 shares (0.00%)
  • 130 members voted remotely

Resolution 2: Dividend Declaration

  • Total votes cast: 76,406,908 shares (79.01% of paid-up capital)
  • Votes in favor: 76,406,898 shares (100.00%)
  • Votes against: 10 shares (0.00%)
  • 130 members voted remotely

Resolution 3: Re-appointment of Mr. Rajendar Kumar Rewari

  • Total votes cast: 76,406,633 shares (79.01% of paid-up capital)
  • Votes in favor: 76,351,841 shares (99.93%)
  • Votes against: 54,792 shares (0.07%)
  • 129 members voted remotely

Resolution 4: Re-appointment of Mr. Toshio Ito

  • Total votes cast: 76,406,633 shares (79.01% of paid-up capital)
  • Votes in favor: 76,351,841 shares (99.93%)
  • Votes against: 54,792 shares (0.07%)
  • 129 members voted remotely

Resolution 5: Revision of Mrs. Soumya Jain's Remuneration

  • Total votes cast: 76,406,908 shares (79.01% of paid-up capital)
  • Votes in favor: 76,406,613 shares (100.00%)
  • Votes against: 295 shares (0.00%)
  • 130 members voted remotely

Resolution 6: Ratification of Cost Auditors' Remuneration

  • Total votes cast: 76,398,232 shares (79.00% of paid-up capital)
  • Votes in favor: 76,398,222 shares (100.00%)
  • Votes against: 10 shares (0.00%)
  • 129 members voted remotely

Resolution 7: Continuation of Mr. Rajendar Kumar Rewari's Term

  • Total votes cast: 76,406,633 shares (79.01% of paid-up capital)
  • Votes in favor: 76,343,165 shares (99.92%)
  • Votes against: 63,468 shares (0.08%)
  • 129 members voted remotely

Participation Breakdown

All voting was conducted through remote e-voting with no physical voting at the AGM venue. The scrutinizer noted that the company complied with MCA Circulars regarding electronic communication and voting procedures.

Scrutinizer's Role and Findings

Mr. Ashwani Kumar Khanna, Practicing Company Secretary (FCS-3254, C.P No. 2220), was appointed as scrutinizer by the Board of Directors in their meeting held on 22nd July 2026. The scrutinizer unblocked, downloaded, and diligently scrutinized the results from the CDSL e-voting platform after completion of electronic voting. All seven resolutions were passed with requisite majority.

Compliance Confirmation

The Company confirmed compliance with Section 108 of the Companies Act, 2013 read with Rule 20 of Companies (Management and Administration) Rules, 2014 and Regulation 44 of SEBI LODR Regulations, 2015. Notices were sent electronically to members with registered email addresses, and public advertisements were published in Business Standard (English) and Desh Sewak (vernacular) newspapers on 26-08-2026.