Meeting Details

The 63rd Annual General Meeting was held on Thursday, July 30, 2026, at 3:30 P.M. (IST) through Video Conferencing/Other Audio Visual Means (VC/OAVM). The meeting was conducted in compliance with General Circulars issued by the Ministry of Corporate Affairs (MCA) and SEBI Listing Regulations.

Attendance and Leadership

Mr. H. V. Goenka, Chairman of the Company, chaired the meeting. 42 Members were present through the VC/OAVM facility provided by National Securities Depository Limited (NSDL). The following directors were present: Mr. Anant Goenka (Vice Chairman, Non-executive Director), Mr. Manish Tandon (CEO and Managing Director), Mr. Ketan Dalal (Independent Director), Mr. U. B. Pravin Rao (Independent Director), Ms. Radha Rajappa (Independent Director), and Mr. Ben Druskin (Independent Director). Also present were Mr. Pulkit Bhandari (Chief Financial Officer) and Mr. Anand Daga (Company Secretary). Representatives from the Statutory Auditors (SRBC & Co. LLP) and Secretarial Auditors & Scrutinizers (Mr. Jayavant B. Bhave of M/s. J. B. Bhave and Co.) were also present.

Resolutions Proposed

The following items of business from the AGM notice were put to vote:

  • Resolution 1: To receive, consider, approve, and adopt: a) the Audited Standalone Financial Statements for FY ended March 31, 2026, with Reports of Board of Directors and Auditors; and b) the Audited Consolidated Financial Statements for FY ended March 31, 2026, with Reports of Auditors (Ordinary Resolution)
  • Resolution 2: Confirm payment of Interim Dividend and declare Final Dividend
  • Resolution 3: Re-appointment of H. V. Goenka (DIN: 00026726)
  • Resolution 4: Approval for Material Related Party Transactions with step-down subsidiary Zensar (South Africa) Pty Ltd for an aggregate value of INR 7,500 Million for financial year 2026-27

Voting Process

The company provided remote e-voting facility for 3 days from July 27, 2026 (9:00 AM IST) to July 29, 2026 (5:00 PM IST). Members present at the AGM who hadn't voted remotely were provided opportunity to vote electronically during the meeting through NSDL's platform. The voting facility remained open for 15 minutes after the AGM concluded.

Mr. Jayavant B. Bhave, Proprietor of M/s. J. B. Bhave & Co., Practicing Company Secretaries, was appointed as Scrutinizer to scrutinize both remote e-voting and voting at AGM in a fair and transparent manner.

Results Disclosure

The consolidated results of e-voting were to be announced within 2 working days and intimated to the Stock Exchanges. The results would also be hosted on the company's website (www.zensar.com) and NSDL's website (www.evoting.nsdl.com).

Meeting Proceedings

The Chairman highlighted the industry scenario, financial performance, and FY 2025-26 highlights. Members who registered as speakers were invited to ask questions, which the Chairman addressed. The meeting concluded at 4:05 P.M. (IST), lasting 35 minutes including voting time. The Company Secretary was authorized to receive voting results and intimate them to Stock Exchanges.

Compliance Confirmation

The meeting was conducted in compliance with MCA circulars and SEBI Listing Regulations. Statutory registers were available for electronic inspection, and the Notice of AGM was considered as read. The Statutory Auditor's Report and Secretarial Auditor's Report were not read at the meeting as per relevant provisions.