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

GTL Limited

Meeting Details

The 38th Annual General Meeting was held on Wednesday, September 30, 2026, at 02:00 PM IST through video conferencing/other audio visual means. The record date for determining shareholders entitled to vote was September 23, 2026, with 164,905 shareholders on record.

Shareholder Participation

  • Total shareholders present in meeting (in person or through proxy): Not specified numerically but categorized
  • Promoters and Promoter Group present: 0
  • Public shareholders present: 0
  • Shareholders attended through video conferencing: Promoters - 1, Public - 45

Proposed Resolutions and Implications

Two ordinary resolutions were considered:

1. Item No. 1: Adoption of Audited Financial Statements of the Company for the financial year ended March 31, 2026, together with the Reports of the Board of Directors and Auditors thereon.

2. Item No. 2: Regarding Mrs. Siddhi M. Thakur (DIN: 07142250), a Director liable to retire by rotation, who does not offer herself for re-appointment, be not re-appointed as a Director of the Company and the vacancy so caused on the Board of the Company be not filled up.

Voting Process and Methods

The electronic voting was arranged through Central Depository Services (India) Limited (CDSL) with two methods:

  • Remote e-voting conducted from Saturday, September 26, 2026 (09:00 AM) to Tuesday, September 29, 2026 (05:00 PM)
  • Electronic voting available during the AGM on Wednesday, September 30, 2026

Key Voting Outcomes

Resolution 1 - Adoption of Financial Statements:

  • Total votes cast: 26,279,821 (16.7072% of outstanding shares)
  • Votes in favor: 26,254,216 (99.9026%)
  • Votes against: 25,605 (0.0974%)
  • Invalid votes: 0

Category-wise Breakdown for Resolution 1:

  • Promoter and Promoter Group: 22,480,559 shares voted (100% turnout), 100% in favor
  • Public Institutions: 3,293,875 votes cast (24.9513% turnout), 100% in favor
  • Public Non-Institutions: 505,387 votes cast (0.4156% turnout), 94.9336% in favor, 5.0664% against

Resolution 2 - Non-reappointment of Director:

  • Total valid votes: 26,279,821
  • Votes in favor: 26,250,632 (99.8889%)
  • Votes against: 29,189 (0.1111%)
  • Invalid votes: 0

Both resolutions were passed.

Scrutinizer's Role and Findings

Virendra G. Bhatt, Practicing Company Secretary (ACS No.: 1157 / COP No.: 124), was appointed as Scrutinizer to conduct and scrutinize the entire e-voting process. The scrutinizer reviewed both remote e-voting and venue e-voting based on data downloaded from the CDSL e-voting system. The scrutinizer confirmed the voting process was conducted fairly and transparently, with no invalid votes reported for either resolution.

Compliance with Laws and Regulations

The disclosure confirms compliance with:

  • Section 108 of the Companies Act, 2013
  • Rule 20 of the Companies (Management and Administration) Rules, 2014
  • SEBI LODR Regulations, 2015 (Regulation 44)
  • MCA General Circular No. 20/2020 and subsequent circulars including General Circular No. 03/2025