AGM Details

The Twenty-Fourth Annual General Meeting of Vijaya Diagnostic Centre Limited will be held on Thursday, September 24, 2026 at 11:00 A.M. (IST) through Video Conferencing/Other Audio-Visual Means facility.

Ordinary Business Items

1. Financial Statements Adoption

To consider and adopt the Audited Standalone Financial Statements for the financial year ended March 31, 2026, with Reports of Board of Directors and Statutory Auditors.

2. Consolidated Financial Statements

To consider and adopt the Audited Consolidated Financial Statements for the financial year ended March 31, 2026, with Report of Statutory Auditors.

3. Dividend Declaration

To declare final dividend of ₹2 (200%) per equity share of face value ₹1 each for financial year ended March 31, 2026.

  • Record Date: Wednesday, September 16, 2026
  • Dividend will be paid to members whose names appear on list of beneficial ownership as on Record Date
  • TDS will be deducted as per Finance Act, 2020 provisions
  • Physical shareholders must provide PAN, bank details, and specimen signature for electronic dividend payment

4. Director Reappointment

To appoint director in place of Mrs. Sura Geeta Reddy (DIN: 01073233) who retires by rotation under Section 152(6) of Companies Act, 2013 and offers herself for reappointment.

Special Business Items

5. Cost Auditor Remuneration Ratification

To ratify remuneration of Cost Auditor for FY ending March 31, 2027:

  • Cost Auditor: M/s. TSSV Santhosh Kumar, Cost and Management Accountant (Firm Registration No. 003955)
  • Remuneration: ₹50,000 plus applicable taxes & out-of-pocket expenses
  • Appointed by Board of Directors in meeting held on May 07, 2026

6. ESOP Plan Amendments

To increase Employee Stock Option Pool under VDCL Employee Stock Option Plan 2018:

  • Current pool: 16,25,000 options
  • Proposed increase: 20,00,000 additional options
  • New total pool: 36,25,000 options
  • Utilization till date: 14,62,586 options granted, 1,62,414 options remaining
  • Rationale: Employee motivation, retention, and alignment with company growth
  • Expansion context: Diagnostic network grew from 81 to 162 centers over past 5 years

7. New ESOP Scheme Approval

To approve VDCL Employee Stock Option 2018 - Scheme 7 ("Scheme-7") and grant options to eligible employees:

  • Maximum options available: 36,25,000 under all schemes
  • Options granted till date: 14,62,586
  • Exercise price: Discount of up to 30% on average closing price during 3 months preceding grant
  • Vesting schedule: 20% after 1 year, 20% after 2 years, 30% after 3 years, 30% after 4 years
  • Exercise period: 10 years from grant date
  • Eligibility: Employees, directors (excluding independent directors), subsidiary employees
  • Exclusion: Promoters, promoter group, directors holding >10% shares

Voting Procedures

Remote e-Voting

  • Service Provider: KFin Technologies Limited
  • Cut-off date: Wednesday, September 16, 2026
  • Voting period: Monday, September 21, 2026 (9:00 AM) to Wednesday, September 23, 2026 (5:00 PM)
  • Scrutinizer: M/s. Balaram Krishna & associates (Mr. D. Balaram Krishna, Practising Company Secretary)

AGM Participation

  • Maximum 1000 members on first-come first-served basis
  • Large shareholders (2%+), promoters, institutional investors, directors, KMPs exempt from capacity limit
  • Questions must be submitted by September 01, 2026 to cs@vijayadiagnostic.in

Dividend Tax Compliance

  • TDS deduction as per Finance Act, 2020
  • Higher deduction at 20% if PAN not registered
  • Form 15G/15H submission deadline: September 12, 2026 by 5 PM IST to einward.ris@kfintech.com
  • Exemption documents deadline: September 12, 2026 by 5 PM IST

Document Availability

  • Notice and Annual Report available on company website: https://www.vijayadiagnostic.com/investors/annual-reports
  • Available on BSE (www.bseindia.com) and NSE (www.nseindia.com) websites
  • Available on KFin website: https://evoting.kfintech.com
  • Physical copies available on request to cs@vijayadiagnostic.in

IEPF Information

  • Unclaimed dividends for 7 consecutive years will be transferred to IEPF
  • Corresponding shares also transferred to IEPF demat account
  • Claims to be made through IEPF-5 form on www.iepf.gov.in

Director Details for Reappointment

Mrs. Sura Geeta Reddy (DIN: 01073233)

  • Date of Birth: January 24, 1959 (67 years as of March 31, 2026)
  • First Appointment: November 21, 2019
  • Qualification: Bachelor's degree in law from Osmania University
  • Category: Non-Executive Director
  • Remuneration: Nil for FY 2025-26
  • Shareholding: 40,58,638 equity shares of ₹1 each as on March 31, 2026
  • Committee Memberships: Nomination & Remuneration Committee, Corporate Social Responsibility Committee
  • Board Meeting Attendance: 4 out of 4 meetings in FY 2025-26
  • Relationships: Wife of Dr. Sura Surendranath Reddy (Executive Chairman), Mother of Ms. Sura Suprita Reddy (Managing Director & CEO), Mother of Mr. Sunil Chandra Kondapally (Executive Director)