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

GHCL Limited

Meeting Details

The 43rd AGM was conducted through video conference and other audio visual means on June 25, 2026. The meeting commenced at 10:00 A.M. (IST) and concluded at 11:22 A.M. (IST). All directors, statutory auditor, secretarial auditor, cost auditor, and other invitees attended the meeting via video conference.

The Chairman, Shri Anurag Dalmia, commenced the proceedings after establishing the quorum. Mr. Ravi Shanker Jalan, Managing Director, addressed queries from members who were given opportunity to ask questions through email, video conference, and chat.

Proposed Resolutions and Implications

Five resolutions were proposed and approved at the AGM:

1. Resolution No. 1 (Ordinary Resolution): Adoption of audited standalone financial statements for the financial year ended March 31, 2026 and reports of the Board of Directors and auditor thereon.

2. Resolution No. 2 (Ordinary Resolution): Adoption of audited consolidated financial statements for the financial year ended March 31, 2026 and reports of the Board of Directors and auditor thereon.

3. Resolution No. 3 (Ordinary Resolution): Declaration of dividend for the financial year ended March 31, 2026 on equity shares of the Company.

4. Resolution No. 4 (Ordinary Resolution): Re-appointment of Mr. Raman Chopra (DIN: 00954190) as Director of the Company, liable to retire by rotation.

5. Resolution No. 5 (Ordinary Resolution): Appointment of Deloitte Haskins & Sells Chartered Accountants LLP as Statutory Auditor of the Company for a period of five consecutive years from FY 2026-27 to FY 2030-31.

Voting Process and Methods

Remote e-voting was available to members from June 21, 2026 (9:00 a.m.) to June 24, 2026 (5:00 p.m.) through the CDSL platform. E-voting facilities were also provided to members present at the AGM.

Mr. Manoj R. Hurkat, Practicing Company Secretary, was appointed as scrutinizer to oversee the e-voting process in a fair and transparent manner.

Key Voting Outcomes

Resolution No. 1 (Standalone Financial Statements)

  • Total votes cast: 464,176,987
  • In favor: 464,168,387 votes (99.99%)
  • Against: 4,427 votes (0.01%)
  • Invalid/Unutilized: 4,173 votes

Resolution No. 2 (Consolidated Financial Statements)

  • Total votes cast: 464,176,987
  • In favor: 464,168,387 votes (99.99%)
  • Against: 4,427 votes (0.01%)
  • Invalid/Unutilized: 4,173 votes

Resolution No. 3 (Dividend Declaration)

  • Total votes cast: 466,728,147
  • In favor: 466,728,147 votes (100.00%)
  • Against: 146 votes (negligible)
  • Invalid/Unutilized: None

Resolution No. 4 (Director Re-appointment)

  • Total votes cast: 457,926,037
  • In favor: 449,792,603 votes (98.11%)
  • Against: 8,803,557 votes (1.89%)
  • Invalid/Unutilized: None

Resolution No. 5 (Auditor Appointment)

  • Total votes cast: 464,648,892
  • In favor: 462,402,889 votes (99.55%)
  • Against: 2,080,071 votes (0.45%)
  • Invalid/Unutilized: None

Participation Breakdown by Shareholder Category

Promoter & Promoter Group

  • Total shares held: 182,674,695
  • Shares voted: 182,508,915 (99.90%)
  • Voted in favor: 100% on all resolutions

Public Institutions

  • Total shares held: 319,444,470
  • Shares voted: 261,089,567 (83.96%)
  • Voted in favor: 100% on financial statements, 99.22% on director appointment, 99.55% on auditor appointment

Public Non-Institutions

  • Total shares held: 427,683,939
  • Shares voted: 206,311,192 (48.24%)
  • Voted in favor: 99.78% on financial statements, 99.38% on dividend, 99.76% on director appointment, 99.38% on auditor appointment

Scrutinizer's Role and Findings

Mr. Manoj R. Hurkat, Practicing Company Secretary, was appointed as scrutinizer. He submitted a detailed report confirming:

  • Remote e-voting period was from June 21-24, 2026
  • Votes were unblocked on June 25, 2026 at 11:25 a.m. in presence of two independent witnesses
  • Electronic ballots were reconciled with company records
  • The voting process was conducted fairly and transparently

Compliance Confirmation

The company confirmed compliance with applicable laws and regulations including:

  • Companies Act, 2013
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Companies (Management and Administration) Rules, 2014
  • MCA Circulars regarding virtual meetings

Additional Information

The appointment of Deloitte Haskins & Sells LLP as statutory auditor is for five consecutive years from FY 2026-27 to FY 2030-31. Their remuneration will not exceed ₹1.20 crore plus applicable taxes and out-of-pocket expenses per financial year.