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

Geekay Wires Limited

Meeting Details

The resolutions were passed through postal ballot only, without a physical meeting. The remote e-voting process was conducted from May 3, 2026 (9:00 AM) to June 1, 2026 (5:00 PM IST). There was no court-convened, AGM, or EGM meeting associated with this voting process.

Proposed Resolutions and Implications

Three resolutions were proposed for shareholder approval:

1. Special Resolution: To increase the limits of borrowing by the Board of Directors of the Company under Section 180(1)(c) of the Companies Act, 2013

2. Special Resolution: To seek approval for creation of charge/mortgage on assets, properties or undertaking(s) of the Company under Section 180(1)(a)

3. Ordinary Resolution: Material related party transaction(s) with Geekay Wires Limited, (USA)

These resolutions would authorize the company to increase borrowing limits, create charges on company assets for securing borrowings, and approve material related party transactions with their US entity.

Voting Process and Methods

The voting was conducted exclusively through remote e-voting facilitated by Bigshare Services Private Limited. No physical postal ballot forms were used or submitted. The company provided only electronic voting facilities to members whose email addresses were registered with the company/depositories.

Key Voting Outcomes

Resolution 1: Increase Borrowing Limits (Special Resolution)

  • Total votes cast: 69,162,118 shares (66.1712% of total shares)
  • In favor: 69,162,108 shares (100% of votes cast)
  • Against: 10 shares (0.0001% of votes cast)
  • Promoter & Promoter Group: 54,841,999 votes (100% in favor)
  • Public Non-Institutions: 14,320,119 votes (99.9999% in favor, 0.0001% against)

Resolution 2: Create Charge/Mortgage (Special Resolution)

  • Total votes cast: 69,162,118 shares (66.1712% of total shares)
  • In favor: 69,162,098 shares (100% of votes cast)
  • Against: 20 shares (0.0001% of votes cast)
  • Promoter & Promoter Group: 54,841,999 votes (100% in favor)
  • Public Non-Institutions: 14,320,119 votes (99.9999% in favor, 0.0001% against)

Resolution 3: Related Party Transaction (Ordinary Resolution)

  • Total votes cast: 69,162,118 shares (66.1712% of total shares)
  • In favor: 69,162,108 shares (100% of votes cast)
  • Against: 10 shares (0.0001% of votes cast)
  • Promoter & Promoter Group: 54,841,999 votes treated as invalid (interested party)
  • Public Non-Institutions: 14,320,119 votes (99.9999% in favor, 0.0001% against)

Participation Breakdown

  • Total shareholders on record date: 1,246 (April 24, 2026)
  • Number of shareholders who voted: 103
  • No institutional shareholders participated in the voting
  • All voting was conducted through remote e-voting only

Scrutinizer's Role and Findings

CS Kashinath Sahu of Kashinath Sahu & Co. (Practicing Company Secretaries) was appointed as Scrutinizer. His responsibilities included:

  • Ensuring fair and transparent postal ballot/e-voting process
  • Scrutinizing votes cast in favor or against resolutions based on reports from Bigshare Services Private Limited
  • Preparing the scrutinizer's report dated June 3, 2026

The scrutinizer confirmed that 103 members cast their votes through the remote e-voting platform and that all resolutions were passed with requisite majority.

Compliance with Laws and Regulations

The process complied with:

  • Sections 108 and 110 of the Companies Act, 2013
  • Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014
  • Secretarial Standard SS-2 on General Meetings
  • MCA General Circular No. 03/2025 dated September 22, 2025
  • Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Additional Information

The postal ballot notice was published in Financial Express (English) and Nava Telangana (Regional) newspapers on April 28, 2026. The voting results and scrutinizer's report are available on the company's website (www.geekaywires.com) and the notice board at the registered office.