Meeting Details

The 15th Annual General Meeting of PDS Limited was held on Friday, July 31, 2026, through Video Conferencing/Other Audio-Visual Means. The meeting commenced at 2:30 PM IST and concluded at 4:05 PM IST. A total of 62 members attended the meeting.

Attendance

  • Dr. Deepak Kumar Seth, Chairman and Non-Executive Director, chaired the meeting
  • Board members including chairs of Audit Committee, Stakeholders' Relationship Committee, Corporate Social Responsibility Committee, Risk Management Committee and Nomination and Remuneration Committee were present
  • Mr. Sanjay Jain, Group Chief Executive Officer, and Mr. Sadik Sunasara, Group Chief Financial Officer attended
  • Mr. Abhishekh Kanoi, Group General Counsel & Company Secretary attended
  • Representatives of Statutory Auditors and Secretarial Auditor were present
  • Representatives of M/s. SGGS & Associates, Scrutinizer appointed for the AGM, were present

Proceedings Summary

The Chairman welcomed shareholders and confirmed the meeting was conducted in compliance with MCA and SEBI circulars and Companies Act, 2013 provisions. The Auditors' Reports on Standalone and Consolidated financial statements and secretarial audit report for FY26 were not read out as they were deemed self-explanatory in the Annual Report.

The Chairman delivered a speech highlighting:

  • Company performance and operations for FY ended March 31, 2026
  • Annual Report theme "Resilient by Design" reflecting company philosophy
  • Diversified sourcing network, entrepreneurial operating model, disciplined capital allocation and robust governance framework
  • Global challenges during the year, emerging growth opportunities, and strategic response to evolving business environment

Dividend Declaration

The Board proposed a total dividend of ₹3.30 per equity share for FY26, representing a payout of approximately 42%. This includes:

  • Interim dividend of ₹1.65 per share already paid during the year
  • Proposed final dividend of ₹1.65 per share

This aligns with the Company's Dividend Distribution Policy aiming to declare at least 25% of Profit After Tax as dividend annually.

Resolutions Considered and Approved

Ordinary Business:

1. Adoption of Audited Standalone Financial Statements for FY ended March 31, 2026, together with Reports of Board of Directors and Auditors

2. Adoption of Audited Consolidated Financial Statements for FY ended March 31, 2026, together with Report of Auditors

3. Declaration of final dividend of ₹1.65 per equity share for FY ended March 31, 2026

4. Appointment of Ms. Yael Gairola (DIN: 08434509) who retires by rotation and offered herself for re-appointment

Special Business:

5. Re-appointment of Mr. Robert Sinclair (DIN: 09390821) as Independent Director

6. Re-appointment of Mr. Nishant Parikh (DIN: 07349640) as Independent Director

Shareholder Engagement

Shareholders were invited to provide observations and seek clarifications regarding Annual Financial Statements, Annual Report FY25-26, and related matters. Several shareholders expressed views on business and operations. Dr. Deepak Kumar Seth and Mr. Sanjay Jain responded to shareholder queries.

Voting Process

Remote e-Voting facility was available from 9:00 AM on Tuesday, July 28, 2026, until 5:00 PM on Thursday, July 30, 2026. Electronic voting during the AGM was available to shareholders who hadn't voted remotely. Mr. Gaurav Sainani and Mr. Sunny Gogiya of SGGS & Associates were appointed as Scrutinizers to scrutinize electronic voting in a fair and transparent manner.

Results Disclosure

The results of e-voting will be disseminated to Stock Exchanges and uploaded on company website (www.pdsltd.com) and MUFG Intime India Private Limited website (https://instavote.linkintime.co.in) within statutory timelines. All resolutions are deemed passed on July 31, 2026, subject to receipt of requisite majority.