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

GP Petroleums Limited

Meeting Details

The 43rd Annual General Meeting was held on Wednesday, August 26, 2026, at 11:30 a.m. (IST) through Video Conferencing/Other Audio Visual Means (OAVM). The meeting was conducted in accordance with circulars from the Ministry of Corporate Affairs, SEBI, and applicable provisions of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015.

Proposed Resolutions and Implications

Eight resolutions were considered and approved through remote e-voting prior to and during the AGM:

Ordinary Business:

1. Adoption of audited standalone and consolidated financial statements for the year ended March 31, 2026, and reports of Board of Directors and Auditors

2. Declaration of dividend on equity shares for the financial year ended March 31, 2026

3. Re-appointment of Mr. Arjun Verma (DIN: 10102249) who retires by rotation

Special Business:

4. Ratification of payment of remuneration to M/s. Dilip M. Bathija, Cost Accountants, Cost Auditors for Financial Year 2026-27 (Ordinary Resolution)

5. Appointment of Mr. Dilip U Vaswani (DIN: 01944741) as Non-Executive Non-Independent Director (Ordinary Resolution)

6. Appointment of Mr. Harshavardhan Sinha (DIN: 09439148) as Non-Executive Non-Independent Director (Special Resolution)

7. Appointment of Mr. Sukumaran Jeyakrishnan (DIN: 07234397) as Non-Executive Independent Director for first term of two consecutive years (Special Resolution)

8. Appointment of Ms. Sandra Martyres (DIN: 00798406) as Non-Executive Independent Director for first term of two consecutive years (Special Resolution)

Voting Process and Methods

The voting was conducted through:

  • Remote e-voting facilitated by National Securities Depository Limited (NSDL)
  • E-voting during the AGM for members who attended through VC/OAVM and had not voted remotely

The remote e-voting period commenced on Sunday, August 23, 2026 (9:00 am IST) and ended on Tuesday, August 25, 2026 (5:00 pm IST).

Key Voting Outcomes

Shareholder Participation:

  • Total number of shareholders on record date (August 19, 2026): 36,043
  • Shareholders present in meeting either in person or through proxy: 0
  • Shareholders attended through video conferencing: 59 (Promoter & Promoter Group: 2, Public: 57)
  • Total votes cast: 26,200,270 shares (51.3888% of outstanding shares)

Resolution-wise Results:

Resolution 1 (Ordinary - Financial Statements):

  • Total votes in favor: 26,200,138 (99.9995%)
  • Votes against: 132 (0.0005%)
  • Passed: Yes

Resolution 2 (Ordinary - Dividend Declaration):

  • Total votes in favor: 26,200,138 (99.9995%)
  • Votes against: 132 (0.0005%)
  • Passed: Yes

Resolution 3 (Ordinary - Re-appointment of Director):

  • Total votes in favor: 26,199,287 (99.9962%)
  • Votes against: 983 (0.0038%)
  • Passed: Yes

Resolution 4 (Ordinary - Cost Auditor Remuneration):

  • Total votes in favor: 26,199,329 (99.9964%)
  • Votes against: 941 (0.0036%)
  • Passed: Yes

Resolution 5 (Ordinary - Director Appointment):

  • Total votes in favor: 26,014,680 (99.2916%)
  • Votes against: 185,590 (0.7084%)
  • Passed: Yes

Resolution 6 (Special - Director Appointment):

  • Total votes in favor: 26,200,077 (99.9993%)
  • Votes against: 193 (0.0007%)
  • Passed: Yes

Resolution 7 (Special - Independent Director Appointment):

  • Total votes in favor: 26,200,138 (99.9995%)
  • Votes against: 132 (0.0005%)
  • Passed: Yes

Resolution 8 (Special - Independent Director Appointment):

  • Total votes in favor: 26,200,138 (99.9995%)
  • Votes against: 132 (0.0005%)
  • Passed: Yes

Category-wise Voting Breakdown:

The voting results show detailed breakdown by shareholder categories (Promoter & Promoter Group, Public Institutions, Public Non-Institutions) with exact share counts and percentages for each resolution.

Scrutinizer's Role and Findings

Mr. Harshad Ashok Pusalkar from M/s. Pusalkar & Co., Practising Company Secretary (Membership No. F10576), was appointed as Scrutinizer by the Board of Directors at their meeting on July 24, 2026. His responsibilities included:

  • Scrutinizing the remote e-voting and e-voting at the AGM
  • Ensuring fair and transparent voting process
  • Submitting report to the company on August 26, 2026

The scrutinizer confirmed that all resolutions were duly approved by shareholders with requisite majority. The electronic register containing shareholder voting details was maintained, including names, addresses, folio numbers, client IDs, and number of shares held.

Compliance Confirmation

The document confirms compliance with:

  • Section 108 & 109 of the Companies Act, 2013
  • Companies (Management and Administration) Rules, 2014
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • MCA General Circular No. 20/2020 dated May 5, 2020
  • MCA General Circular No. 03/2025 dated September 22, 2025

Additional Information

The voting results are available on the websites of both stock exchanges, NSDL, and the company's website at www.gppetroleums.co.in. The company's CIN is L23201MH1983PLC030372, with registered office at 804, 8th Floor, Ackruti Star, MIDC Central Road, MIDC, Andheri (East), Mumbai-400093.