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

Meeting Details

  • Type of Meeting: 24th Annual General Meeting (AGM)
  • Date of Meeting: Monday, September 28, 2026
  • Time of Meeting: 03:00 PM to 03:36 PM (IST)
  • Location: Conducted through Video Conferencing/Other Audio Visual Means (VC/OAVM)
  • Record Date: September 21, 2026
  • Total Shareholders on Record Date: 82,996

Attendance Details

  • Promoters attending via VC: 5 shareholders
  • Public shareholders attending via VC: 54 shareholders
  • No shareholders present in person or through proxy: 0

Summary of Proposed Resolutions and Voting Outcomes

All eight resolutions (both Ordinary and Special Businesses) contained in the AGM notice were approved with requisite majority:

Resolution 1: Adoption of Audited Financial Statements (Ordinary)

  • Description: Adoption of Audited Financial Statements for FY ended March 31, 2026 and Reports of Board of Directors and Auditors
  • Total Votes Cast: 227,054,433 (93.4464% of outstanding shares)
  • Votes in Favor: 227,054,281 (99.9999%)
  • Votes Against: 152 (0.0001%)
  • Category Breakdown:
  • Promoters: 182,084,992 votes (100% in favor)
  • Public Institutions: 44,590,918 votes (100% in favor)
  • Public Non-Institutions: 378,523 votes (99.9598% in favor, 0.0402% against)

Resolution 2: Declaration of Final Dividend (Ordinary)

  • Total Votes Cast: 227,054,433 (93.4464%)
  • Votes in Favor: 227,054,281 (99.9999%)
  • Votes Against: 152 (0.0001%)
  • Category Breakdown:
  • Promoters: 182,084,992 votes (100% in favor)
  • Public Institutions: 44,590,918 votes (100% in favor)
  • Public Non-Institutions: 378,523 votes (99.9598% in favor, 0.0402% against)

Resolution 3: Re-appointment of Mrs. Shilpi Modi (Ordinary)

  • Description: Re-appointment as Director liable to retire by rotation (DIN: 00361954)
  • Total Votes Cast: 227,054,433 (93.4464%)
  • Votes in Favor: 226,962,343 (99.9594%)
  • Votes Against: 92,090 (0.0406%)
  • Category Breakdown:
  • Promoters: 182,084,992 votes (100% in favor)
  • Public Institutions: 44,590,918 votes (99.7939% in favor, 0.2061% against)
  • Public Non-Institutions: 378,523 votes (99.9482% in favor, 0.0518% against)

Resolution 4: Re-Appointment of Mr. Ravi Modi (Ordinary)

  • Description: Re-Appointment as Chairman and Managing Director for 5 years (DIN: 00361853)
  • Total Votes Cast: 227,054,433 (93.4464%)
  • Votes in Favor: 217,489,945 (95.7876%)
  • Votes Against: 9,564,488 (4.2124%)
  • Category Breakdown:
  • Promoters: 182,084,992 votes (100% in favor)
  • Public Institutions: 44,590,918 votes (78.551% in favor, 21.449% against)
  • Public Non-Institutions: 378,523 votes (99.9482% in favor, 0.0518% against)

Resolution 5: Re-Appointment of Mrs. Shilpi Modi (Ordinary)

  • Description: Re-Appointment as Whole-time Director for 5 years (DIN: 00361954)
  • Total Votes Cast: 227,054,433 (93.4464%)
  • Votes in Favor: 226,969,857 (99.9628%)
  • Votes Against: 84,576 (0.0372%)
  • Category Breakdown:
  • Promoters: 182,084,992 votes (100% in favor)
  • Public Institutions: 44,590,918 votes (99.8108% in favor, 0.1892% against)
  • Public Non-Institutions: 378,523 votes (99.9482% in favor, 0.0518% against)

Resolution 6: Re-Appointment of Mr. Manish Mahendra Choksi (Special)

  • Description: Re-Appointment as Non-Executive Independent Director for second term of 5 years (DIN: 00026496)
  • Total Votes Cast: 227,054,433 (93.4464%)
  • Votes in Favor: 226,726,711 (99.8557%)
  • Votes Against: 327,722 (0.1443%)
  • Category Breakdown:
  • Promoters: 182,084,992 votes (100% in favor)
  • Public Institutions: 44,590,918 votes (99.2655% in favor, 0.7345% against)
  • Public Non-Institutions: 378,523 votes (99.9482% in favor, 0.0518% against)

Resolution 7: Appointment of Mr. Nihir Parikh (Special)

  • Description: Appointment as Non-Executive Independent Director (DIN: 03434395)
  • Total Votes Cast: 227,054,408 (93.4464%)
  • Votes in Favor: 227,054,239 (99.9999%)
  • Votes Against: 169 (0.0001%)
  • Category Breakdown:
  • Promoters: 182,084,992 votes (100% in favor)
  • Public Institutions: 44,590,918 votes (100% in favor)
  • Public Non-Institutions: 378,498 votes (99.9553% in favor, 0.0447% against)

Resolution 8: Appointment of Ms. Neetu Kashiramka (Special)

  • Description: Appointment as Non-Executive Independent Director (DIN: 01741624)
  • Total Votes Cast: 227,054,408 (93.4464%)
  • Votes in Favor: 227,054,229 (99.9999%)
  • Votes Against: 179 (0.0001%)
  • Category Breakdown:
  • Promoters: 182,084,992 votes (100% in favor)
  • Public Institutions: 44,590,918 votes (100% in favor)
  • Public Non-Institutions: 378,498 votes (99.9527% in favor, 0.0473% against)

Voting Process and Methods

  • Remote e-voting period: September 25, 2026 (9:00 AM) to September 27, 2026 (5:00 PM)
  • E-voting provider: KFin Technologies Limited (RTA)
  • Voting methods: Remote e-voting prior to meeting and e-voting during the AGM for those who didn't vote remotely
  • Votes unblocked: In presence of witnesses Mr. Darshan Patel and Ms. Palak Pipada
  • Scrutinizer: Khusboo Agarwal (FCS No. 9795 & CP No. 28428), Partner of M/s. M & A Associates
  • Scrutinizer appointment date: September 02, 2026 (Board Meeting)
  • Scrutinizer report date: September 29, 2026

Scrutinizer's Findings and Conclusions

The scrutinizer confirmed that:

  • The voting process was conducted in a fair and transparent manner
  • All resolutions were passed with requisite majority
  • The process complied with Section 108 of Companies Act, 2013, Rule 20 of Companies (Management and Administration) Rules, 2014, SEBI LODR Regulations, and Secretarial Standards
  • No invalid votes were cast across all shareholder categories

Compliance Confirmation

The company confirmed compliance with applicable laws and regulations including:

  • Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Companies Act, 2013 and related rules
  • MCA and SEBI circulars regarding remote e-voting and AGM procedures

Additional Information

  • The voting results and scrutinizer's report are available on the company's website (www.vedantfashions.com) and KFintech's website
  • The notice of AGM was dispatched electronically on September 04, 2026
  • Total outstanding shares: 242,978,245
  • Cut-off date for shareholder eligibility: September 21, 2026