Meeting Details

The 41st Annual General Meeting was held on Wednesday, September 30, 2026 through Video Conferencing (VC)/Other Audio Visual Means (OAVM). The deemed venue was the Registered Office of the Company at Plot No. 9/13/1 & P-9/14, I.D.A Nacharam, Hyderabad - 500 076, Telangana, India. The meeting was convened in accordance with relevant circulars issued by the Ministry of Corporate Affairs and SEBI.

Proposed Resolutions and Implications

The AGM considered seven resolutions:

1. Ordinary Resolution: To receive, consider and adopt the Audited Financial Statements and Consolidated Financial Statements for FY 2025-2026

2. Ordinary Resolution: To re-appoint Shri Venkateswara Rao Nukala (DIN: 10481800) as Director retiring by rotation

3. Ordinary Resolution: To approve and ratify remuneration of Cost Auditors for FY 2026-2027

4. Special Resolution: To re-appoint Shri Devendra Surana (DIN: 00077296) as Managing Director

5. Special Resolution: To approve transactions under Section 185 of Companies Act, 2013

6. Special Resolution: Approval of Loan and investment under Section 186 of Companies Act, 2013

7. Ordinary Resolution: Approval of Material Related Party Transactions with Tieramet Limited for FY 2026-2027

Voting Process and Methods

The voting process included:

  • Remote e-voting period: September 27, 2026 (9:00 AM IST) to September 29, 2026 (5:00 PM IST)
  • E-voting during the AGM for members who attended and had not voted remotely
  • Cut-off date for determining voting rights: September 23, 2026
  • KFin Technologies Limited served as the e-voting agency

Key Voting Outcomes

Overall Participation:

  • Total shares outstanding: 3,34,96,434
  • Total votes cast across all resolutions: 2,24,22,496 (66.94% of outstanding shares)

Resolution-wise Results:

1. Item 1 (Ordinary): 2,24,20,455 votes in favor (99.9909%), 2,041 against (0.0091%), 0 invalid

2. Item 2 (Ordinary): 2,24,20,455 votes in favor (99.9909%), 2,041 against (0.0091%), 0 invalid

3. Item 3 (Ordinary): 2,24,20,455 votes in favor (99.9909%), 2,041 against (0.0091%), 0 invalid

4. Item 4 (Special): 2,24,00,785 votes in favor (99.9032%), 21,711 against (0.0968%), 0 invalid

5. Item 5 (Special): 8,67,327 votes in favor (88.1942%), 1,16,102 against (11.8058%), 2,14,39,067 invalid

6. Item 6 (Special): 8,67,327 votes in favor (88.1942%), 1,16,102 against (11.8058%), 2,14,39,067 invalid

7. Item 7 (Ordinary): 9,81,388 votes in favor (99.7925%), 2,041 against (0.2075%), 2,14,39,067 invalid

Category-wise Participation:

  • Promoter and Promoter Group: Held 2,20,84,222 shares, cast 2,14,39,067 votes (97.08% participation)
  • Public-Institutions: Held 15,81,059 shares, cast 1,89,048 votes (11.96% participation)
  • Public-Non Institutions: Held 98,31,153 shares, cast 7,94,381 votes (8.08% participation)

Scrutinizer's Role and Findings

Rakhi Agarwal, Practicing Company Secretary (FCS: 7047, CP: 6270), was appointed as Scrutinizer. Her responsibilities included:

  • Ensuring fair and transparent voting process
  • Scrutinizing votes cast through remote e-voting and e-voting during AGM
  • Preparing consolidated scrutinizer's report based on reports generated from KFinTech's e-voting system
  • Maintaining registers and records as required under Rule 20 of Companies (Management and Administration) Rules, 2014

The scrutinizer confirmed that all resolutions were passed with requisite majority and the voting process was conducted fairly and transparently.

Compliance with Laws and Regulations

The disclosure confirms compliance with:

  • Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Section 108 of Companies Act, 2013 read with Rule 20 of Companies (Management and Administration) Rules, 2014
  • Relevant circulars issued by Ministry of Corporate Affairs and SEBI

Special Note on Invalid Votes

For resolutions 5, 6, and 7, promoter votes (2,14,39,067) were treated as invalid due to material related party transactions involved, and were excluded from determining valid votes cast.

Additional Information

The voting results and scrutinizer's report were made available on the company's website at www.bhagyanagarindia.com and submitted to both National Stock Exchange of India Limited (Scrip Code: BHAGYANGR) and BSE Limited (Scrip Code: 512296).