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

Meeting Details

  • Date of Meeting: Wednesday, September 30, 2026
  • Time: 03:00 P.M. IST
  • Location: Conducted through Video Conferencing (VC) / Other Audio Visual Means (OAVM)
  • Meeting Type: 64th Annual General Meeting

Proposed Resolutions and Implications

Six ordinary resolutions were considered at the AGM:

1. Receipt and adoption of financial statements: Audited Standalone and Consolidated Financial Statements for FY ended March 31, 2026 with Board of Directors and Auditors reports

2. Director appointment: Reappointment of Mr. Purushottam Digambar Sonavane (DIN: 08405653) who retired by rotation

3. Remuneration ratification: Ratification of remuneration of Cost Auditor

4. Secretarial auditor appointment: Appointment of Ms. Pimple and Associates (CP No. 21773) as Secretarial Auditor for 5 years from FY 2026-27 to 2030-31

5. Director regularization: Regularization of Additional Director (Non-Executive and Independent) Mrs. Aradhana Nayak (DIN: 08536989)

6. Related party transaction: Approval for Material Related Party Transaction

Voting Process and Methods

The voting was conducted through two methods:

  • Remote e-voting: Provided through National Securities Depository Limited (NSDL) at https://www.evoting.nsdl.com
  • E-voting at AGM: Conducted during the meeting through polling

Remote e-voting period was from September 27, 2026 (9:00 AM) to September 29, 2026 (5:00 PM). The cut-off date for determining shareholders entitled to vote was September 23, 2026.

Key Voting Outcomes

Overall Participation

  • Total shareholders: 80,048
  • Total outstanding shares: 142,280,448
  • Shareholders participating: 80 (71 via remote e-voting, 9 via e-voting at AGM)
  • Total votes cast: 19,948,389 shares (14.02% of outstanding shares)
  • Invalid votes: 0

Resolution-wise Results

Resolution 1: Adoption of Financial Statements

  • Total votes in favor: 19,943,582 (99.98%)
  • Total votes against: 4,807 (0.02%)
  • Promoter group: 18,240,696 votes (100% in favor)
  • Public institutions: 0 votes
  • Public non-institutions: 1,702,886 votes in favor (99.72%), 4,807 against (0.28%)

Resolution 2: Director Reappointment

  • Total votes in favor: 19,942,582 (99.97%)
  • Total votes against: 5,807 (0.03%)
  • Promoter group: 18,240,696 votes (100% in favor)
  • Public institutions: 0 votes
  • Public non-institutions: 1,701,886 votes in favor (99.66%), 5,807 against (0.34%)

Resolution 3: Cost Auditor Remuneration

  • Total votes in favor: 19,942,582 (99.97%)
  • Total votes against: 5,807 (0.03%)
  • Promoter group: 18,240,696 votes (100% in favor)
  • Public institutions: 0 votes
  • Public non-institutions: 1,701,886 votes in favor (99.66%), 5,807 against (0.34%)

Resolution 4: Secretarial Auditor Appointment

  • Total votes in favor: 19,942,582 (99.97%)
  • Total votes against: 5,807 (0.03%)
  • Promoter group: 18,240,696 votes (100% in favor)
  • Public institutions: 0 votes
  • Public non-institutions: 1,701,886 votes in favor (99.66%), 5,807 against (0.34%)

Resolution 5: Director Regularization

  • Total votes in favor: 19,942,582 (99.97%)
  • Total votes against: 5,807 (0.03%)
  • Promoter group: 18,240,696 votes (100% in favor)
  • Public institutions: 0 votes
  • Public non-institutions: 1,701,886 votes in favor (99.66%), 5,807 against (0.34%)

Resolution 6: Related Party Transaction

  • Total votes in favor: 19,943,560 (99.98%)
  • Total votes against: 4,829 (0.02%)
  • Promoter group: 18,240,696 votes (100% in favor)
  • Public institutions: 0 votes
  • Public non-institutions: 1,702,864 votes in favor (99.72%), 4,829 against (0.28%)

Participation Breakdown by Category

Promoter and Promoter Group

  • Shares held: 22,257,157
  • Votes polled: 18,240,696 (81.95% participation)
  • Voting method: Entirely through e-voting (no polling)

Public Institutions

  • Shares held: 26,513
  • Votes polled: 0 (0% participation)

Public Non-Institutions

  • Shares held: 119,996,778
  • Votes polled: 1,707,693 (1.42% participation)
  • Voting method: Entirely through e-voting (no polling)

Scrutinizer's Role and Findings

Rohini Janardan Pimple of Pimple & Associates (COP: 21773) was appointed as Scrutinizer for the remote e-voting process and e-voting at the AGM. Key findings:

  • AGM notice was dispatched to 51,352 shareholders via email on September 08, 2026
  • Advertisement was published in Active Times (English) and Mumbai Lakshdeep (Marathi) on September 10, 2026
  • Votes were unblocked in presence of 2 witnesses not employed by the company
  • All resolutions passed with requisite majority (all above 99.97% in favor)
  • Scrutinizer confirmed compliance with Companies Act, 2013 and SEBI regulations

Compliance Confirmation

The document confirms compliance with:

  • Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Section 108 of Companies Act, 2013
  • Rule 20 of Companies (Management and Administration) Rules, 2014
  • SEBI Circular No. CIR/CFD/DIL/6/2012 dated July 13, 2012 as amended

Additional Information

  • Voting results available on company website: www.zenithsteelpipes.com
  • Results also available on NSDL website
  • Scrutinizer's records include all particulars of shareholders and will be handed over to company chairman/secretary
  • Corporate office: Dalamal House, 1st Floor, 206, J.B. Marg, Nariman Point, Mumbai - 400021