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

Vishnu Prakash R Punglia Limited

Meeting Details

The 13th Annual General Meeting was held on Wednesday, September 30, 2026, through Video Conferencing (VC)/Other Audio Visual Means (OAVM). The meeting commenced at 12:30 PM (IST) and concluded at 1:10 PM (IST). The cut-off date for determining members entitled to vote was Wednesday, September 23, 2026.

Voting Process and Methods

The Company provided remote e-voting facility in terms of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management & Administration) Rules, 2015 and Regulation 44(1) of SEBI LODR Regulations. The remote e-voting period commenced on Sunday, September 27, 2026 at 09:00 AM (IST) and ended on Tuesday, September 29, 2026 at 05:00 PM (IST). Facility for e-voting during the AGM was also provided for members who could not vote through remote e-voting.

Scrutinizer Appointment and Role

The Company appointed CS Mahesh Soni, Practicing Company Secretary (FCS No.: 3706, COP No.: 2324) and Partner of GMJ & Associates, Company Secretaries, as the scrutinizer for the AGM. The scrutinizer submitted a consolidated report dated October 03, 2026, on scrutiny of both remote e-voting and e-voting during the AGM. MUFG Intime India Private Limited was engaged as the authorized agency for providing e-voting services.

Resolution Details and Voting Outcomes

Resolution 1: Adoption of Audited Financial Statements

  • Type: Ordinary Resolution
  • Promoter Interest: No
  • Description: To receive, consider and adopt the Audited Financial Statements for FY ended March 31, 2026 with Reports of Board of Directors and Auditors
  • Total Votes Polled: 55,033,219 (44.1523% of outstanding shares)
  • Votes in Favor: 55,032,167 (99.9981%)
  • Votes Against: 1,052 (0.0019%)
  • Category-wise Breakdown:
  • Promoter & Promoter Group: 48,643,659 votes (100% in favor)
  • Public Institutions: 5,087,689 votes (100% in favor)
  • Public Non-Institutions: 1,301,871 votes (99.9192% in favor, 0.0808% against)

Resolution 2: Re-appointment of Mr. Sanjay Kumar Punglia (DIN: 02162102)

  • Type: Ordinary Resolution
  • Promoter Interest: Yes
  • Total Votes Polled: 55,032,219 (44.1515% of outstanding shares)
  • Votes in Favor: 55,031,152 (99.9981%)
  • Votes Against: 1,067 (0.0019%)

Resolution 3: Re-appointment of Mr. Ajay Pungalia (DIN: 02162190)

  • Type: Ordinary Resolution
  • Promoter Interest: Yes
  • Total Votes Polled: 55,032,219 (44.1515% of outstanding shares)
  • Votes in Favor: 55,031,152 (99.9981%)
  • Votes Against: 1,067 (0.0019%)

Resolution 4: Ratification of Cost Auditors' Remuneration for FY 2026-27

  • Type: Ordinary Resolution
  • Promoter Interest: No
  • Total Votes Polled: 55,033,219 (44.1523% of outstanding shares)
  • Votes in Favor: 55,030,752 (99.9955%)
  • Votes Against: 2,467 (0.0045%)

Resolution 5: Payment of Remuneration to Mr. Ajay Pungalia in absence/inadequacy of profits

  • Type: Special Resolution
  • Promoter Interest: Yes
  • Total Votes Polled: 55,033,219 (44.1523% of outstanding shares)
  • Votes in Favor: 55,029,752 (99.9937%)
  • Votes Against: 3,467 (0.0063%)

Resolution 6: Payment of Remuneration to Mr. Vishnu Prakash Punglia (DIN: 02162019) in absence/inadequacy of profits

  • Type: Special Resolution
  • Promoter Interest: Yes
  • Total Votes Polled: 55,033,219 (44.1523% of outstanding shares)
  • Votes in Favor: 55,029,752 (99.9937%)
  • Votes Against: 3,467 (0.0063%)

Resolution 7: Payment of Remuneration to Mr. Kamal Kishor Punglia (DIN: 02168426) in absence/inadequacy of profits

  • Type: Special Resolution
  • Promoter Interest: Yes
  • Total Votes Polled: 55,033,219 (44.1523% of outstanding shares)
  • Votes in Favor: 55,029,752 (99.9937%)
  • Votes Against: 3,467 (0.0063%)

Resolution 8: Payment of Remuneration to Mr. Sanjay Kumar Punglia in absence/inadequacy of profits

  • Type: Special Resolution
  • Promoter Interest: Yes
  • Total Votes Polled: 55,033,219 (44.1523% of outstanding shares)
  • Votes in Favor: 55,029,752 (99.9937%)
  • Votes Against: 3,467 (0.0063%)

Resolution 9: Increase in Authorised Share Capital and Alteration of MOA

  • Type: Ordinary Resolution
  • Promoter Interest: No
  • Total Votes Polled: 55,033,219 (44.1523% of outstanding shares)
  • Votes in Favor: 55,032,152 (99.9981%)
  • Votes Against: 1,067 (0.0019%)

Resolution 10: Conversion of Unsecured Loan of Directors-Cum-Promoters into Equity Shares

  • Type: Special Resolution
  • Promoter Interest: Yes
  • Total Votes Polled: 55,033,219 (44.1523% of outstanding shares)
  • Votes in Favor: 55,031,152 (99.9962%)
  • Votes Against: 2,067 (0.0038%)

Resolution 11: Issue of Fully Convertible Warrants to Non-Promoter-Public Category

  • Type: Special Resolution
  • Promoter Interest: No
  • Total Votes Polled: 55,033,219 (44.1523% of outstanding shares)
  • Votes in Favor: 55,031,152 (99.9962%)
  • Votes Against: 2,067 (0.0038%)

Scrutinizer's Findings and Conclusion

CS Mahesh Soni certified that all resolutions were passed with requisite majority. The e-voting process was conducted fairly and transparently. The votes were unblocked on September 30, 2026, in the presence of two independent witnesses (Ms. Sumriddhi Kabra and Ms. Roxanne Fernandes). The scrutinizer's report was based on data downloaded from MUFG Intime India Private Limited's platform and reconciled with company records.

Compliance Confirmation

The voting process complied with Section 108 of the Companies Act, 2013, Rule 20 of the Companies (Management and Administration) Rules, 2014, SEBI LODR Regulations, and relevant MCA circulars. The company confirmed compliance with all applicable laws and regulations.