Bazel International held its 44th Annual General Meeting (AGM) on September 30, 2026, approving key corporate actions including the implementation of a new employee stock option plan and the appointment of statutory auditors. The voting results, disclosed in the scrutinizer's report, indicate strong shareholder support with 99.48% of valid votes cast in favor of all applicable resolutions.

The meeting, conducted at the company’s registered office in New Delhi, saw members adopt both standalone and consolidated financial statements for the financial year ended March 31, 2026. The Chairman noted that there were no qualifications or adverse remarks in the reports of the Statutory Auditors, Krishan Rakesh & Co., or the Secretarial Auditors, Meenu G. & Associates.

Resolutions Passed

Members voted to appoint M/S G. Anshul & Associates, Chartered Accountants, as the new Statutory Auditor of the company. Additionally, Ms. Sriparna Upadhyay was re-appointed as a Director retiring by rotation under the articles of association.

A significant governance update involved the introduction of an equity-linked incentive scheme. The shareholders approved the "BIL Employee Stock Option Plan 2026" (BAZEL ESOP 2026) through a trust route. This plan authorizes the granting of employee stock options to employees and directors of the company, as well as employees of subsidiary companies.

Voting Results Overview

The scrutinizer's report detailed the voting patterns for each resolution. Out of 93 members who participated in the voting process (combining remote e-voting and physical poll), 89 members voted in favor of the resolutions, casting 16,49,708 votes. Only 4 members voted against, casting 8,526 votes.

Note: Resolution No. 5 regarding the appointment of Mr. Kawal Singh was withdrawn.

Board Changes and Withdrawn Items

The AGM addressed changes in the board composition. Mr. Mayank Ahuja was appointed as a Non-Executive, Non-Independent Director. However, a proposed resolution for the appointment of Mr. Kawal Singh as a Non-Executive Independent Director was withdrawn. The Chairman informed members that Mr. Singh had resigned from his directorship effective September 28, 2026, prior to the meeting date. Consequently, votes cast on this item were disregarded by the scrutinizer.

Members also ratified increases in the authorized equity share capital and approved further increases within limits previously sanctioned by shareholders.

Meeting Logistics

The meeting was presided over by Chairman Pankaj Dawar. Key managerial personnel present included Chief Financial Officer Manish Kumar Gupta and Company Secretary Himanshi. Remote e-voting facilities were provided from September 27 to September 29, 2026, in compliance with SEBI regulations. Voting rights for 4,36,500 shares allotted to the BIL Employee Stock Option Trust were not exercised pursuant to Regulation 3 of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

Bazel International Ltd appointed Anita Sethia as an Additional Director in the category of Non-Executive Independent Director with effect from September 30, 2026. The appointment is subject to the approval of the company's shareholders.

The decision was taken at a Board of Directors meeting held on Wednesday, September 30, 2026. The meeting commenced at 4:30 pm and concluded at 4:45 pm. The appointment follows the recommendation of the Nomination & Remuneration Committee.

Profile of the new director

Sethia brings extensive experience in corporate law, regulatory compliance, governance, and capital markets. Her professional background includes active participation in board deliberations and support for management in key strategic decisions. She has served on various board committees, including the Audit Committee, Nomination & Remuneration Committee, and Stakeholders Relationship Committee.

Her expertise extends to change management and internal controls, contributing to her analytical and leadership skills. Sethia has also been involved in board evaluation processes to assess the performance of the board and its members. She regularly engages with shareholders during Annual General Meetings to address queries and strengthen investor confidence.

Governance and relationship disclosures

The company confirmed that Sethia is not related to any directors of Bazel International. This appointment enhances the board's diversity in terms of professional expertise, particularly in regulatory and legal frameworks relevant to a registered Non-Banking Financial Company (NBFC).