Meeting Details

The 24th AGM was held on Thursday, September 24, 2026, at 11:00 a.m. (IST) through Video Conferencing (VC)/Other Audio-Visual Means (OAVM). The record date for determining shareholders entitled to vote was September 16, 2026.

Shareholder Participation

  • Total number of shareholders on record date: 71,324
  • Shareholders attended through video conferencing: 68 (4 Promoters/Promoter Group, 64 Public)
  • No shareholders were present in person or through proxy

Proposed Resolutions and Implications

Seven resolutions were proposed and all were passed with requisite majority:

1. Ordinary Resolution: To adopt Audited Standalone Financial Statements for FY ended March 31, 2026, with Reports of Board of Directors and Statutory Auditors

2. Ordinary Resolution: To adopt Audited Consolidated Financial Statements for FY ended March 31, 2026, with Report of Statutory Auditors

3. Ordinary Resolution: To declare final dividend of ₹2 (200%) per equity share of face value ₹1 each for FY ended March 31, 2026

4. Ordinary Resolution: To appoint Mrs. Sura Geeta Reddy (DIN: 01073233) as director who retires by rotation under Section 152(6) of Companies Act, 2013

5. Ordinary Resolution: To ratify remuneration of Cost Auditor for FY ending March 31, 2027

6. Special Resolution: Amendments to VDCL Employee Stock Option Plan, 2018

7. Special Resolution: Notification and approval of VDCL Employee Stock Option 2018 - Scheme 7 and grant of options to eligible employees

Voting Process and Methods

The voting was conducted through:

  • Remote e-voting facilitated by KFin Technologies Limited
  • Voting period: September 21, 2026 (9:00 AM IST) to September 23, 2026 (5:00 PM IST)
  • Electronic voting at the AGM venue for shareholders who hadn't voted remotely

Key Voting Outcomes

Resolution 1: Adoption of Standalone Financial Statements

  • Total votes cast: 95,905,005 (93.1137% of outstanding shares)
  • Votes in favor: 95,905,002 (100% of votes polled)
  • Votes against: 3 (0% of votes polled)
  • Promoter group: 54,003,372 votes (99.9393% participation), 100% in favor
  • Public institutions: 41,794,609 votes (94.1203% participation), 100% in favor
  • Public non-institutions: 110,024 votes (2.4133% participation), 99.9973% in favor, 0.0027% against

Resolution 2: Adoption of Consolidated Financial Statements

  • Total votes cast: 95,905,003 (93.1137% of outstanding shares)
  • Votes in favor: 95,905,000 (100% of votes polled)
  • Votes against: 3 (0% of votes polled)
  • Similar voting pattern across shareholder categories as Resolution 1

Resolution 4: Re-appointment of Mrs. Sura Geeta Reddy

  • Total votes cast: 95,914,541 (93.1230% of outstanding shares)
  • Votes in favor: 88,367,709 (92.1317% of votes polled)
  • Votes against: 7,546,832 (7.8683% of votes polled)
  • Promoter group: 54,003,372 votes (100% in favor)
  • Public institutions: 41,804,145 votes (94.1418% participation), 81.9472% in favor, 18.0528% against
  • Public non-institutions: 110,024 votes (99.9845% in favor, 0.0155% against)

Resolution 7: Employee Stock Option Scheme 7

  • Total votes cast: 95,914,541 (93.1230% of outstanding shares)
  • Votes in favor: 78,435,109 (81.7760% of votes polled)
  • Votes against: 17,479,432 (18.2240% of votes polled)
  • Promoter group: 54,003,372 votes (100% in favor)
  • Public institutions: 41,804,145 votes (58.1875% in favor, 41.8125% against)
  • Public non-institutions: 110,024 votes (99.9173% in favor, 0.0827% against)

Scrutinizer's Role and Findings

Balaramakrishna Desina, Proprietor of Balaramakrishna & Associates (Firm's Registration Number: S2021TL825900), was appointed as scrutinizer by the Board of Directors on August 6, 2026. His qualifications include CS with Membership Number 8168.

The scrutinizer verified that:

  • The notice dated August 6, 2026, was sent electronically to shareholders
  • The e-voting facility was provided by KFin Technologies Limited
  • The voting period for remote e-voting was from September 21, 2026 (9:00 AM IST) to September 23, 2026 (5:00 PM IST)
  • Votes were unblocked after the AGM in the presence of two independent witnesses
  • All voting records will remain in the scrutinizer's custody until the Chairman approves and signs the meeting minutes

The scrutinizer issued his report on September 25, 2026, confirming all resolutions passed with requisite majority.

Compliance Confirmation

The document confirms compliance with:

  • Section 108 of the Companies Act, 2013
  • Rule 20 of the Companies (Management and Administration) Rules, 2014
  • Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015