Date and Type of Meeting
The process was conducted via remote e-voting only, as a Postal Ballot. There was no physical meeting. The remote e-voting period commenced at 9:00 a.m. (IST) on Friday, July 24, 2026, and concluded at 5:00 p.m. (IST) on Saturday, August 22, 2026. The cut-off date for determining member eligibility was Friday, July 17, 2026.
Summary of Proposed Resolutions
Shareholders voted on five resolutions proposed in the Postal Ballot Notice dated July 23, 2026:
1. Ordinary Resolution: To approve the sub-division/split of equity shares of the company.
2. Ordinary Resolution: To approve the alteration of the Capital Clause of the Memorandum of Association of the company.
3. Special Resolution: To approve the alteration of the Object Clause of the Memorandum of Association of the company.
4. Special Resolution: To fix the remuneration of Mr. Abhishek Narbaria (DIN: 01873087), Non-Executive director of the company.
5. Ordinary Resolution: To approve the material related party transactions.
Voting Process and Methods
The voting was conducted solely through a remote e-voting system. The company availed the services of MUFG Intime India Private Limited (MUFG) to provide the e-voting platform. Physical copies of the notice and ballot forms were not dispatched, in accordance with MCA Circulars. An advertisement regarding the Postal Ballot was published on July 24, 2026, in the 'Financial Express' (English) and 'Navarashtra' (Marathi) newspapers.
Key Voting Outcomes
Overall Results:
All five resolutions were approved by the members with the requisite majority. The resolutions are deemed to have been passed on Saturday, August 22, 2026.
Resolution-wise Breakdown:
1. Equity Share Sub-division/Split (Ordinary Resolution)
- Total Valid Votes Cast: 2,60,83,349
- Votes in Favour: 2,60,83,349 (100.00%)
- Votes Against: 50 (0.00%)
- Invalid Votes: NIL
2. Alteration of Capital Clause of MOA (Ordinary Resolution)
- Total Valid Votes Cast: 2,60,83,394
- Votes in Favour: 2,60,83,394 (100.00%)
- Votes Against: 0 (0.00%)
- Invalid Votes: NIL
3. Alteration of Object Clause of MOA (Special Resolution)
- Total Valid Votes Cast: 2,60,83,399
- Votes in Favour: 2,60,83,399 (100.00%)
- Votes Against: 0 (0.00%)
- Invalid Votes: NIL
4. Remuneration of Mr. Abhishek Narbaria (Special Resolution)
- Total Valid Votes Cast: 2,60,83,399
- Votes in Favour: 2,29,15,712 (87.86%)
- Votes Against: 31,67,687 (12.14%)
- Invalid Votes: NIL
5. Material Related Party Transactions (Ordinary Resolution)
- Total Valid Votes Cast: 83,89,102
- Votes in Favour: 83,89,052 (100.00% of valid votes)
- Votes Against: 50 (0.00%)
- Invalid Votes: 1,68,92,428
Category-wise Participation:
Detailed category-wise breakdowns (Promoter & Promoter Group, Public Institutions, Public Non-Institutions) are provided for each resolution in the attached scrutinizer's report, including the number of shares held, votes polled, and percentage votes for and against.
Scrutinizer's Role and Findings
Mr. Chirag Sachapara, Proprietor of M/s. Sachapara & Associates, was appointed as the Scrutinizer. His responsibilities included monitoring the remote e-voting process and issuing a report on the votes cast. After the e-voting concluded, he unblocked the votes in the presence of two independent witnesses, Mr. Dharmil Malankiya and Ms. Ankita Tawania. The votes were counted and reconciled with records. The Scrutinizer confirmed the process was fair and transparent and that all resolutions passed with the requisite majority.
Compliance with Laws and Regulations
The disclosure confirms compliance with:
- Section 108 and 110 of the Companies Act, 2013.
- Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014.
- Multiple MCA General Circulars referenced in the report (14/2020, 17/2020, 20/2020, 22/2020, 33/2020, 39/2020, 10/2021, 20/2021, 3/2022, 11/2022, 09/2023, 09/2024, 03/2025).
- Regulation 44 of the SEBI (LODR) Regulations, 2015.
- SEBI Circular No. SEBI/HO/CFD/CMDI/CIR/P/2021/11.
- Secretarial Standard on General Meetings (SS-2).
The voting results and Scrutinizer's Report have been made available on the company's website at https://tccltd.in.