Meeting Details

  • Date of Meeting: Wednesday, 23rd September 2026
  • Time of Meeting: 1200 hours IST
  • Location/Type: Held through Video Conferencing (VC) and Other Audio-Visual Means (OAVM) from the Registered Office of the Company (deemed venue)
  • Meeting Concluded: 1320 hours IST

Attendance

Directors Present:

  • Capt. B.K Tyagi (DIN: 10104264) - Chairman & Managing Director (Presiding Officer)
  • Capt. Som Raj (DIN: 11046394) - Director (Technical & Offshore Services)
  • Shri Nitin Khamesra (DIN: 09595247) - Director (Personnel & Administration)
  • Capt. Chandran Durai Daniel (DIN: 11283179) - Director (Bulk Carriers & Tankers)
  • Smt. Bharati Raman Gotarna (DIN: 11902357) - Independent Women Director (Chairperson of Audit Committee, Nomination & Remuneration Committee, Risk Management Committee, and Stakeholders Relationship Committee)
  • Shri Mukesh Mangal (DIN: 10460089) - Additional Secretary, Ministry of Ports, Shipping and Waterways and Government Nominee Director (through VC from New Delhi)

Other Attendees:

  • Smt. Swapnita Vikas Yadav - Company Secretary and Compliance Officer
  • Representatives of Board Secretariat as 'Moderator'
  • Smt. Charusheela L. Golapalli - Chief Financial Officer
  • P.K. Sahoo - General Manager (SP, MTI, AES & C)
  • Mr. Upendra Shukla (Membership No. F2727) - Secretarial Auditor (Mis Upendra Shukla & Associates)
  • Ms. Alifya Sapatwala (Membership No. A24091) - Scrutinizer (Mis Mehta and Mehta, Company Secretaries)
  • CA Saurabh Mohnot - Partner D.R. Mohnot & Co (Statutory Auditor)
  • CA Priyanka Gupta - Partner of Mis. PSD & Associates (Statutory Auditor)
  • Shareholders: 75 shareholders present through VC/OAVM

Voting Process and Methods

  • Remote e-voting period: Saturday, 19th September 2026 at 09:00 AM IST to Tuesday, 22nd September 2026 at 05:00 PM IST
  • E-voting during AGM: Facility kept open during the meeting and 15 minutes post conclusion
  • Scrutinizer: Mis Mehta and Mehta, Company Secretaries (represented by Ms. Alifya Sapatwala)
  • Platform: National Securities Depository Limited (NSDL) provided VC/OAVM platform and voting facilities

Proposed Resolutions and Implications

I. ORDINARY BUSINESSES

Item No. 1: Adoption of Financial Statements

"RESOLVED THAT the Audited Standalone and Consolidated Financial Statements of the Company for the Financial Year ended 31st March, 2026 and the Reports of the Board of Directors and Auditors thereon along with the Comments of the Comptroller and Auditor General of India (C&AG) in terms of Section 143(6) of the Companies Act, 2013 as circulated to the Shareholders, be and are hereby approved and adopted."

Item No. 2: Dividend Declaration

"RESOLVED THAT the payment of 1st and 2nd Interim Dividend of Rs. 3.00/- (Rupees Three Only) and Rs. 3.50/- (Rupees Three and Fifty Paisa only) per fully paid up Equity Share of Rs. 10 (Rupees Ten only), respectively for the financial year 2025-26, be and is hereby noted and confirmed; and the Final Dividend of Re. 1.00/- (Rupee One Only) per fully paid up Equity Share of Rs. 10 (Rupees Ten only) each for the financial year 2025-26, on 46,57,99,010 (Forty-Six Crores Fifty Seven Lakhs Ninety Nine Thousand and Ten Only) number of fully paid up Equity Shares be and is hereby approved and declared."

Item No. 3: Re-appointment of Director

"RESOLVED THAT Capt. Som Raj (DIN: 11046394) who retires by rotation as a Director of the Company at this meeting in accordance with section 152(6) and other applicable provisions of the Companies Act, 2013, being eligible be and is hereby re-appointed."

Item No. 4: Auditor Remuneration Authorization

"RESOLVED THAT pursuant to Section 139, Section 142 and other applicable provisions, if any, of the Companies Act, 2013 and the Rules framed thereunder, the Board of Directors of the Company, on the recommendations of Audit Committee, be and is hereby authorized to decide and fix the remuneration, including reimbursement of out of pocket expenses in connection with the audit work, for the Statutory Auditors appointed/to be appointed by Comptroller & Auditor General of India (C&AG) for the Financial Year 2026-27."

II. SPECIAL BUSINESSES

Item No. 5: Appointment of Whole-Time Director (Finance)

"RESOLVED THAT pursuant to the Sections 149, 152 and other applicable provisions of the Companies Act, 2013, Shri Nitin Khamesra (DIN: 09595247) be and is hereby appointed as Whole-Time Director (Finance) of the Company, liable to retire by rotation on such terms and conditions including remuneration and tenure as may be decided by Government of India from time to time."

Item No. 6: Appointment of Government Nominee Director

"RESOLVED THAT pursuant to the Sections 149, 152 and other applicable provisions of the Companies Act, 2013, Shri Mukesh Mangal (DIN: 10460089) be and is hereby appointed as a Government Nominee Director of the Company on the terms and conditions as stipulated by the Government of India."

Item No. 7: Appointment of Whole-Time Director (Bulk Carriers & Tankers)

"RESOLVED THAT pursuant to the Sections 149, 152 and other applicable provisions of the Companies Act, 2013, Capt. Chandran Durai Daniel (DIN: 11283179) be and is hereby appointed as Whole-Time Director (Bulk Carriers & Tankers) of the Company, liable to retire by rotation on such terms and conditions including remuneration and tenure as may be decided by Government of India from time to time."

Item No. 8: Appointment of Non-official (Independent) Director (Special Resolution)

"RESOLVED THAT pursuant to the Sections 149, 150, 152, Schedule IV and other applicable provisions of the Companies Act, 2013, Smt. Bharati Raman Gotarna (DIN: 11902357) be and is hereby appointed as Non-official (Independent) Director of the Company, not liable to retire by rotation on such terms and conditions as may be decided by Government of India from time to time."

Key Voting Outcomes

  • All Eight (08) Resolutions were declared as passed with requisite majority based on the Scrutinizer's report
  • Combined voting result was to be announced within two working days from conclusion of the Meeting
  • Results to be made available on websites of Stock Exchanges, Company, and NSDL

Scrutinizer's Role and Findings

  • Ms. Alifya Sapatwala (Partner of Mis Mehta and Mehta, Company Secretaries) served as Scrutinizer
  • Responsible for scrutinizing the entire e-voting process in a fair and transparent manner
  • Submitted report to the Company confirming all resolutions passed with requisite majority

Compliance with Laws and Regulations

The Meeting was conducted in compliance with:

  • Ministry of Corporate Affairs (MCA) circulars and regulations
  • Securities and Exchange Board of India (SEBI) regulations
  • Companies Act, 2013 and Rules made thereunder
  • Secretarial Standards on General Meetings (SS-2)
  • Article 90 of the Articles of Association of the Company
  • Section 103(1)(a)(iii) of the Companies Act, 2013 for quorum requirements

Additional Information from Chairman's Speech

The Chairman briefed shareholders on:

  • Prevailing global and Indian shipping market scenario
  • Impact of geopolitical developments on maritime trade and operations
  • Financial results for FY 2025-26 and Q1 FY 2026-27
  • Fleet augmentation initiatives including acquisition of two VLGCs
  • Shipbuilding Contract with Mazagon Dock Shipbuilders Ltd. for one 3000 DWT Methanol Dual Fuel Platform Supply Vessel (PSV)
  • Decarbonisation and sustainability initiatives
  • Strategic Memorandum of Understanding (MoUs) entered into
  • Demerger and Strategic Disinvestment of SCI
  • Corporate Social Responsibility initiatives