Rexnord Electronics & Controls Limited has submitted the consolidated scrutinizer report for its 38th Annual General Meeting held on September 30, 2026. The report confirms that all five ordinary resolutions were passed with requisite majority through remote e-voting and electronic voting during the meeting.

The proceedings, conducted via video conferencing under the chairmanship of Kishorechand Talwar, saw shareholders adopt the audited standalone and consolidated financial statements for FY26. The statutory auditors' report contained no qualifications or adverse remarks. Mahesh Soni of GMJ & Associates served as the scrutinizer, verifying votes cast between September 27 and September 29, 2026.

Voting results on key resolutions

The scrutinizer's report details the vote counts for each agenda item. For the adoption of financial statements (Item No. 1) and the re-appointment of director Mohan Iyer (Item No. 2), the promoter and promoter group voted in full support. Public non-institutional shareholders recorded a near-unanimous vote in favour, with only one member casting a vote against across these items.

Related party transactions approved

Shareholders approved material related party transactions with R. K. Management Services and S. K. Management Services under SEBI (LODR) Regulations, 2015. For the transaction with R. K. Management Services, promoters abstained from voting on their interested shares, resulting in 9,431,846 invalid votes. Similarly, for S. K. Management Services, all promoter shares were marked as invalid due to interest, leaving public shareholders to decide the outcome.

What the numbers show

The voting pattern highlights a high concentration of power within the promoter group, which holds 9,733,023 shares out of the total 13,260,000 outstanding shares. In non-related party items, the promoter group voted 100% in favour, effectively determining the outcome given their significant stake. However, for related party transactions, regulatory norms required promoters to abstain, shifting the decisive weight to public shareholders. Despite this, the low turnout from public institutions (zero votes polled) meant that public non-institutional investors, representing just 1.0097% of their holding in voting, carried the entire weight of approval for related party deals.

Rexnord Electronics & Controls has completed the disinvestment of its entire holding in Rexnord Enterprise Private Limited (REPL) for a total consideration of ₹5.5 crore. The transaction was formalized through a Share Purchase Agreement signed on September 24, 2026, with Jamin Property Developers I Private Limited as the buyer.

The board had initially approved the full divestment of REPL, a wholly owned subsidiary, during a meeting held on September 19, 2026. Following the execution of the agreement, Rexnord Enterprise Private Limited ceases to be a subsidiary of the company. The expected date for the completion of the sale is October 10, 2026.

Transaction Details

The buyer, Jamin Property Developers I Private Limited, is a company incorporated under the Companies Act, 2013, with its registered office in Chennai. The company confirmed that the buyer is not related to the promoter, promoter group, or group companies. Consequently, the transaction does not fall within related party transactions and is conducted at arm's length.

Financial Impact

According to the disclosures made under Regulation 30 of the SEBI (LODR) Regulations, 2015, the financial contribution of the divested entity was minimal. For the financial year ended March 31, 2026, Rexnord Enterprise Private Limited contributed NIL turnover and NIL percentage contribution to the consolidated revenue.

However, the entity contributed an amount of ₹62.77 lakh (INR 62,76,730.90) to the net worth, representing a 0.65% contribution on a basis of consolidated financial statements. The transaction is outside the scope of any Scheme of Arrangement and is not a slump sale.

Regulatory Compliance

The disclosure aligns with Regulation 30 read with Schedule III of the SEBI (LODR) Regulations, 2015. It also complies with SEBI Master Circulars dated January 30, 2026, and SEBI Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024. The filing was signed by Chairman and Managing Director Kishorechand Talwar and Director Kewal Talwar.