Meeting Details

The 40th Annual General Meeting was held on Wednesday, September 16, 2026 at 10:30 A.M. (IST) through Video Conferencing/Other Audio Visual Means. The record date for determining shareholders entitled to vote was September 9, 2026.

Attendance Statistics

  • Total number of shareholders on record date: 192,270
  • Promoters and promoter group attendees through video conferencing: 2
  • Public shareholders attendees through video conferencing: 136
  • Total shareholders present in meeting (in person or through proxy): 0

Voting Scrutinizer Appointment

CS Vineet K Chaudhary, Managing Partner of M/s VKC & Associates, Company Secretary in whole-time practice, was appointed as Scrutinizer to scrutinize the remote e-voting and e-voting facility during the AGM.

Resolution Details

Resolution 1: Ordinary Resolution - Adoption of Audited Financial Statements

  • Description: Adoption of Audited Financial Statements along with the Reports of the Board of Directors and of the Statutory Auditors thereon
  • Promoter interest: No
  • Total votes polled: 207,266,672 shares (62.9588% of outstanding shares)
  • Votes in favor: 207,262,308 shares (99.9979% of votes polled)
  • Votes against: 4,364 shares (0.0021% of votes polled)
  • Result: Passed

Resolution 2: Ordinary Resolution - Re-appointment of Director

  • Description: Re-appointment of Mr. Pawan Kumar Danwar (DIN: 06847503) as a Non-Executive, Non-Independent Director liable to retire by rotation
  • Promoter interest: No
  • Total votes polled: 207,265,422 shares (62.9584% of outstanding shares)
  • Votes in favor: 207,233,534 shares (99.9846% of votes polled)
  • Votes against: 31,888 shares (0.0154% of votes polled)
  • Result: Passed

Resolution 3: Special Resolution - Manager Remuneration

  • Description: Approval of payment of Remuneration to Mr. Gaurav Bhalla, Manager of the Company
  • Promoter interest: No
  • Total votes polled: 207,265,422 shares (62.9584% of outstanding shares)
  • Votes in favor: 207,233,934 shares (99.9848% of votes polled)
  • Votes against: 31,488 shares (0.0152% of votes polled)
  • Result: Passed

Resolution 4: Ordinary Resolution - Related Party Transaction

  • Description: Entering Material Related Party Transaction with HCL Capital Private Limited, Promoter Group Company
  • Promoter interest: Yes
  • Total votes polled: 234,261 shares (0.0712% of outstanding shares)
  • Votes in favor: 203,233 shares (86.7549% of votes polled)
  • Votes against: 31,028 shares (13.2451% of votes polled)
  • Result: Passed

Resolution 5: Ordinary Resolution - Related Party Transaction

  • Description: Entering Material Related Party Transaction with HCL Corporation Private Limited, Promoter Company
  • Promoter interest: Yes
  • Total votes polled: 234,511 shares (0.0712% of outstanding shares)
  • Votes in favor: 228,514 shares (97.4428% of votes polled)
  • Votes against: 5,997 shares (2.5572% of votes polled)
  • Result: Passed

Share Capital Structure

  • Total outstanding shares: 329,209,928 (as shown in Resolutions 1-4)
  • Total outstanding shares: 329,397,452 (as shown in Resolution 5)
  • Promoter and Promoter Group holding: 207,031,161 shares
  • Public Institutions holding: 20,836 shares
  • Public Non-Institutions holding: 122,157,931 shares

Scrutinizer Report Details

The Consolidated Scrutinizer's Report was prepared pursuant to Section 108 of the Companies Act, 2013 read with Rule 20 of Companies (Management and Administration) Rules, 2014 and Regulation 44 of SEBI Listing Regulations.

Service Provider

National Securities Depository Limited (NSDL) was engaged to facilitate the e-voting facility and conduct the AGM through VC/OAVM.

Voting Process

  • Remote e-voting period: September 13, 2026 (9:00 AM IST) to September 15, 2026 (5:00 PM IST)
  • E-voting during AGM: Available for members attending through VC/OAVM who didn't participate in remote e-voting
  • Votes were unblocked in presence of two witnesses: Mr. Mohit Dixit and Ms. Drishti Chaudhary

Publication Requirements

  • Newspaper advertisements were published in Business Standard (English and Hindi) on August 22, 2026 and August 25, 2026
  • AGM Notice was dispatched electronically to members whose email IDs were registered as of August 24, 2026
  • The voting results are hosted on the company website: www.hclinfosystems.in