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

Viji Finance Limited

Meeting Details

The 32nd Annual General Meeting was held on Thursday, 13th August, 2026 at 11:30 a.m. (IST) through video conference (VC)/other audio-visual means (OAVM) in accordance with relevant circulars issued by the Ministry of Corporate Affairs and SEBI. The meeting was deemed to be conducted at the Registered Office of the Company at 11/2, Usha Ganj, Jaora Compound, Indore (M.P.)-452001.

The meeting started at 11:34 AM and ended at 11:49 AM. Total shareholders on record date (6th August 2026) were 60,434. 3 promoters and 32 public shareholders attended through video conferencing.

Proposed Resolutions and Implications

Seven resolutions were proposed for shareholder approval:

Ordinary Businesses:

1. Adoption of Audited Financial Statements for FY ended March 31, 2026

2. Re-appointment of Mr. Ashish Verma (DIN: 07665222) as Non-Executive Director retiring by rotation

Special Businesses:

3. Increase in Authorized Share Capital and consequent alteration of Memorandum of Association

4. Confirmation of appointment of Mr. Aryaman Kothari (DIN: 09324877) as Director and Whole Time Director with remuneration

5. Appointment of Mr. Prakash Muksiya (DIN: 11786103) as Non-Executive Independent Director

6. Re-appointment of Ms. Sakshi Chourasiya (DIN: 09370037) as Non-Executive Independent Director for second term of five years

7. Approval of material related party transaction(s) with Mr. Vijay Kothari, Chairman and Managing Director

Voting Process and Methods

The voting rights were reckoned on Thursday, 6th August 2026 as the cut-off date.

Remote e-voting was conducted through Central Depositories Services (India) Limited (CDSL) from Monday, 10th August 2026 (9:00 A.M.) to Wednesday, 12th August 2026 (5:00 P.M.).

E-voting during the AGM was provided for members attending through VC/OAVM who did not participate in remote e-voting. The company published advertisements in Free Press Journal (English) and Choutha Sansar (Hindi) on 19th July 2026 and 22nd July 2026 as required.

Key Voting Outcomes

Total Votes Cast: 71,727,387 votes across all resolutions (all through remote e-voting, zero during AGM)

Resolution-wise Results:

1. Adoption of Financial Statements: 100% in favor (71,727,387 votes)

2. Re-appointment of Ashish Verma: 99.9994% in favor (71,726,987 votes), 0.0006% against (400 votes)

3. Increase in Authorized Share Capital: 99.9958% in favor (71,724,375 votes), 0.0042% against (3,012 votes)

4. Appointment of Aryaman Kothari: 99.9994% in favor (71,726,975 votes), 0.0006% against (412 votes)

5. Appointment of Prakash Muksiya: 99.9994% in favor (71,726,987 votes), 0.0006% against (400 votes)

6. Re-appointment of Sakshi Chourasiya: 99.9994% in favor (71,726,951 votes), 0.0006% against (436 votes)

7. Related Party Transaction: 98.7025% in favor (3,374,701 votes), 0.1008% against (3,448 votes), with 40,916 votes treated as invalid

Participation Breakdown by Category:

  • Promoter and Promoter Group: 68,196,837 shares (47.87% of total)
  • Public Institutions: 356,000 shares (0.25% of total)
  • Public Non-Institutions: 73,947,163 shares (51.88% of total)

For the related party transaction (Item 7), votes cast by a related party (40,916 shares) were treated as invalid pursuant to Regulation 23(4) of SEBI LODR Regulations, 2015.

Scrutinizer's Role and Findings

Mr. L. N. Joshi, Practicing Company Secretary (FCS: 5201; CP: 4216), was appointed as Scrutinizer on 14th July 2026. His responsibilities included ensuring fair and transparent voting process and preparing the scrutinizer's report based on reports generated from CDSL's e-voting system.

The scrutinizer unblocked the remote e-voting results on 13th August 2026 in the presence of witnesses Mr. Shriyansh Parashar and Ms. Prachi Jain. He confirmed that all resolutions were approved by shareholders with requisite majority.

Compliance Confirmation

The document confirms compliance with:

  • Section 108 of Companies Act, 2013
  • Rule 20 of Companies (Management and Administration) Rules 2014
  • Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015
  • Various MCA and SEBI circulars regarding e-voting and virtual meetings
  • Secretarial Standard-2 on General Meetings

The voting results and scrutinizer's report were uploaded on the company's website (www.vijifinance.com) and CDSL's website (www.evotingindia.com).