Merritronix Limited announced the resignation of Ramalakshmana Rao Pavuluri as Independent Director, effective October 6, 2026. The departure was attributed to personal and professional commitments, as disclosed in a filing to BSE Limited.

Pavuluri also ceased to be the Chairman and Member of the Audit Committee and the Nomination and Remuneration Committee on the same date. The company confirmed that he holds no other directorships in listed entities.

Regulatory compliance and board structure

The company operates on the BSE SME Platform. Under Regulation 15(2)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, standard board composition rules under Regulation 17 do not apply. Instead, governance is governed by the Companies Act, 2013.

Section 149(4) of the Companies Act mandates that at least one-third of the total directors must be Independent Directors. Merritronix stated it will continue to comply with this requirement following the change in directorship.

Resignation details

The director confirmed there were no other material reasons for his resignation beyond those stated in his letter. The company’s Company Secretary, Mandava Swathi, signed the intimation to the exchange.

Merritronix Limited submitted the consolidated scrutinizer report for its 38th Annual General Meeting (AGM) held on September 30, 2026. The filing confirms that all three resolutions proposed at the meeting were passed with the requisite majority.

The meeting, conducted via video conferencing, saw shareholders vote on the adoption of FY26 financial statements, the re-appointment of a director, and the appointment of a secretarial auditor. The voting results were unblocked after the conclusion of the AGM in the presence of two non-employee witnesses.

Voting details for key resolutions

The scrutinizer's report provides a breakdown of votes cast by promoters, public institutions, and public non-institutions. Notably, for the re-appointment of Darsy Kethan Chandra, promoter group members voted against during the poll, though the resolution still passed due to overwhelming support from other categories and remote e-voting.

Director re-appointment dynamics

For Resolution 2, regarding the re-appointment of Executive Director Darsy Kethan Chandra, the promoter and promoter group category recorded 14,15,700 votes against during the poll mode. However, the total votes in favour stood at 37,23,100, ensuring the resolution's passage. The public institutions and public non-institutions voted entirely in favour.

Governance and compliance updates

The company appointed M/s. L A and Associates as secretarial auditors for five consecutive financial years (FY27 to FY31) through a special resolution. This resolution received unanimous support from all voting categories.

Darsy Kethan Chandra, who serves on the Stakeholders Relationship Committee, has over three years of experience in accounting operations and tax compliance. He is the grandson of Chairman Yesudas Dovari and nephew of Managing Director Dovari Amarnath.

What the numbers show

The voting data reveals a distinct divergence in shareholder sentiment regarding the director re-appointment compared to other routine matters. While Resolutions 1 and 3 witnessed 100% support across all categories, Resolution 2 faced opposition from the promoter group's poll votes (14,15,700 against). Despite this internal dissent during the live poll, the aggregate support from remote e-voting and public shareholders ensured the resolution passed with 72.45% of votes polled in favour.