Summary of Proceedings

Nature of Event

The 52nd Annual General Meeting of Veljan Denison Limited was convened and held on Saturday, August 29, 2026, at 11:00 AM at the Registered Office of the Company situated at Plot No. A 18 & 19, APIE, Balanagar, Hyderabad - 500037. The meeting concluded at 12:30 PM.

Meeting Presidence and Attendance

The meeting was presided over by Mr. V G Srinivas, Director. The Chairman welcomed all Members, Directors, and other invitees present at the meeting. The requisite quorum as prescribed under the Companies Act, 2013 was confirmed.

Total shareholders on record date: 4,118

Shareholders present in the meeting:

  • Promoters and Promoter group: 3
  • Public: 52
  • Total physical attendance: 55 shareholders

Voting Arrangements

The Company made arrangements for remote e-voting in compliance with the provisions of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015. For Members who had not availed the remote e-voting facility, the option to vote through ballot at the AGM was made available. Voting by show of hands was not permitted.

M/s. Chakravarthy & Associates, Practicing Company Secretaries, were appointed as the Scrutinizer to oversee the entire voting process (Board meeting date: August 3, 2026).

Business Transacted

The following 13 items of business, as per the Notice of AGM dated August 3, 2026, were transacted:

1. To receive, consider and adopt:

a. The Audited Standalone Financial Statements for FY26 with Reports of Board of Directors and Auditors

b. The Audited Consolidated Financial Statements for FY26 with Report of Auditors

2. To declare a final dividend of ₹8.50 per equity share of ₹10 each on the paid-up capital of ₹4.50 Crores for FY26

3. To elect and appoint a Director in place of Mr. V G Srinivas (DIN: 00181826), who retires by rotation

4. Appointment of Mr. Ramesh Kumar Nimmagadda (DIN: 10506458) as an Independent Director

5. Appointment of Prof. Sunaina Singh (DIN: 08397250) as an Independent Director

6. Re-appointment of Dr. A. Suresh (DIN: 06931014) as an Independent Director for a second consecutive term of 5 years

7. Adoption of New Memorandum of Association in conformity with Companies Act, 2013

8. Adoption of New Articles of Association in conformity with Companies Act, 2013

9. Alteration of the Main Objects Clause of the Memorandum of Association

10. Ratification of remuneration of Cost Accountants for FY 2026-27

11. To approve material related party transaction with M/s. Veljan Hydrair Limited, Associate company

12. To approve material related party transaction with M/s. Suxus Systems Limited, Associate company

13. To approve material related party transaction with M/s. ECMAT Limited, Associate company

Shareholder Participation

Members actively participated and raised various queries on the Company's financial performance, dividend policy, expansion plans, related party transactions, and overall future outlook. The Managing Director Mr. Sri Krishna Uppaluri responded to the queries and provided necessary clarifications.

Voting Results

Record Date: August 21, 2026

Total Paid-up Capital: ₹4.50 Crores (4,500,000 shares)

Resolution 1: Adoption of Financial Statements

  • Total votes polled: 2,213,137 shares (49.1808% of outstanding shares)
  • Votes in favor: 2,213,135 shares (99.9999%)
  • Votes against: 2 shares (0.0001%)
  • Result: Passed

Resolution 2: Final Dividend Declaration

  • Total votes polled: 2,213,137 shares (49.1808%)
  • Votes in favor: 2,213,135 shares (99.9999%)
  • Votes against: 2 shares (0.0001%)
  • Result: Passed

Resolution 3: Re-appointment of Mr. V G Srinivas

  • Total votes polled: 2,213,047 shares (49.1808%)
  • Votes in favor: 2,213,047 shares (99.9959%)
  • Votes against: 90 shares (0.0041%)
  • Result: Passed

Resolution 4: Appointment of Mr. Ramesh Kumar Nimmagadda

  • Total votes polled: 2,213,047 shares (49.1808%)
  • Votes in favor: 2,210,047 shares (99.9959%)
  • Votes against: 90 shares (0.0041%)
  • Result: Passed

Resolution 5: Appointment of Prof. Sunaina Singh

  • Total votes polled: 2,213,135 shares (49.1808%)
  • Votes in favor: 2,213,135 shares (99.9999%)
  • Votes against: 2 shares (0.0001%)
  • Result: Passed

Resolution 6: Re-appointment of Dr. A. Suresh

  • Total votes polled: 2,213,047 shares (49.1808%)
  • Votes in favor: 2,213,047 shares (99.9959%)
  • Votes against: 90 shares (0.0041%)
  • Result: Passed

Resolution 7: Adoption of New Memorandum of Association

  • Total votes polled: 2,213,047 shares (49.1808%)
  • Votes in favor: 2,213,047 shares (99.9959%)
  • Votes against: 90 shares (0.0041%)
  • Result: Passed

Resolution 8: Adoption of New Articles of Association

  • Total votes polled: 2,213,047 shares (49.1808%)
  • Votes in favor: 2,213,047 shares (99.9959%)
  • Votes against: 90 shares (0.0041%)
  • Result: Passed

Resolution 9: Alteration of Main Objects Clause

  • Total votes polled: 2,213,047 shares (49.1808%)
  • Votes in favor: 2,213,047 shares (99.9959%)
  • Votes against: 90 shares (0.0041%)
  • Result: Passed

Resolution 10: Ratification of Cost Accountants' Remuneration

  • Total votes polled: 2,213,047 shares (49.1808%)
  • Votes in favor: 2,213,047 shares (99.9959%)
  • Votes against: 90 shares (0.0041%)
  • Result: Passed

Resolution 11: Related Party Transaction with Veljan Hydrair Limited

  • Total votes polled: 82,075 shares (1.8239%)
  • Votes in favor: 81,985 shares (99.8903%)
  • Votes against: 90 shares (0.1097%)
  • Result: Passed

Resolution 12: Related Party Transaction with Suxus Systems Limited

  • Total votes polled: 82,075 shares (1.8239%)
  • Votes in favor: 81,985 shares (99.8903%)
  • Votes against: 90 shares (0.1097%)
  • Result: Passed

Resolution 13: Related Party Transaction with ECMAT Limited

  • Total votes polled: 82,075 shares (1.8239%)
  • Votes in favor: 81,985 shares (99.8903%)
  • Votes against: 90 shares (0.1097%)
  • Result: Passed

Scrutinizer Report

The Scrutinizer, M/s. Chakravarthy & Associates, submitted their report dated August 29, 2026. The electronic data, insta poll papers, and all relevant records relating to the e-voting were handed over to the Company Secretary for preservation.