Harsha Engineers International Limited shareholders approved all 12 resolutions at its 16th Annual General Meeting (AGM) held on July 23, 2026, via Video Conferencing/Other Audio Visual Means (VC/OAVM). The meeting saw near-unanimous support for financial statements, dividend declaration, and auditor appointments. However, the re-appointment of Independent Director Kunal Shah faced significant opposition from institutional investors, who voted against the resolution by 92.58%, although it passed due to promoter backing. The company also secured approval for its Employee Stock Option Plan (ESOP) 2026.

The voting process was overseen by CS Chirag Shah of M/s Chirag Shah & Associates, acting as Scrutinizer pursuant to Section 108 of the Companies Act, 2013. Remote e-voting was open from July 20, 2026, at 9:00 a.m. to July 22, 2026, at 5:00 p.m., with Central Depository Services (India) Limited (CDSL) facilitating e-voting for attendees. Shareholders holding shares as of the cut-off date, July 16, 2026, were eligible to vote. The votes were unblocked on July 23, 2026, at 11:53 a.m.

Voting Results Overview

The promoter group, holding 68,283,077 shares, voted in favor of all resolutions without abstention or opposition. The following table summarizes the key outcomes for ordinary resolutions:

M/s Mukesh M. Shah & Co., Chartered Accountants (FRN: 106625W), were appointed as statutory auditors for five consecutive years, effective from the conclusion of the 16th AGM until the 21st AGM. This follows the completion of the term of previous auditors, M/s Pankaj R. Shah & Associates. The Board of Directors had initially approved the appointment on May 7, 2026.

Director Re-appointments and Dissent

Special resolutions for the re-appointment of Independent Directors Ambar Patel, Bhushan Punani, and Ramakrishnan Kasinathan received over 99.8% support. In contrast, the re-appointment of Kunal Shah (DIN: 02087152) received only 85.86% overall support. While promoters voted unanimously in favor, public institutions voted against the resolution by 92.58%. Despite this dissent, the resolution passed due to the weight of promoter votes.

Employee Stock Option Plan

Shareholders approved the Harsha Engineers International Limited Employee Stock Option Plan 2026 and the grant of options to employees of subsidiary companies. These special resolutions received 99.76% support overall. Institutional investors showed minor dissent, with 1.58% voting against the plan, while non-institutional public investors opposed it by 1.56%.

What the Numbers Show

The voting pattern highlights a divergence between promoter interests and institutional sentiment regarding specific board composition. While operational and financial matters such as auditor appointments and dividend declarations enjoyed universal backing, the rejection of Kunal Shah’s re-appointment by nearly 93% of institutional voters suggests concerns among large investors about his continued tenure. This dissent did not alter the outcome due to the concentrated promoter ownership but signals potential scrutiny for future governance decisions.

Harsha Engineers International Ltd has fixed Thursday, July 9, 2026, as the record date to determine shareholder eligibility for a dividend of ₹1.5 per equity share for the financial year ended March 31, 2026. The dividend, which is subject to approval by members at the 16th Annual General Meeting (AGM), will be paid on or after July 29, 2026, to shareholders whose names appear on the register of members as on the record date. The notice for the AGM was published in Business Standard (English) and Jai Hind (Gujarati) on June 30, 2026.

The company has scheduled its 16th AGM for Thursday, July 23, 2026, at 11:00 AM IST via video conference and other audio-visual means. The notice for the AGM and the annual report for the financial year 2025-26 were sent electronically to members on June 29, 2026. These documents are also available on the company's website and the websites of BSE Limited and National Stock Exchange of India Limited.

E-voting and Shareholder Participation

Pursuant to Section 108 of the Companies Act, 2013, and relevant SEBI regulations, the company has provided a remote e-voting facility through NSDL. Remote e-voting commences on Monday, July 20, 2026, at 09:00 AM IST and concludes on Wednesday, July 22, 2026, at 05:00 PM IST. Members who have not cast their votes remotely may vote electronically during the AGM proceedings, provided they have not already voted on the specific resolutions.

The voting rights of shareholders will be reckoned based on the paid-up value of equity shares registered in their names as of Thursday, July 16, 2026, the cut-off date. Shareholders with queries regarding e-voting or the AGM may refer to the user manual available on the NSDL e-voting portal or contact the provided support details.

Key AGM and Dividend Details