S Chand & Company Limited shareholders approved the adoption of standalone and consolidated audited financial statements for the financial year ended March 31, 2026. The approval came during the company's 55th Annual General Meeting (AGM) held on September 23, 2026.

The meeting also ratified the payment of an interim dividend of ₹4 per equity share, which serves as the final dividend for FY26. This resolution was passed as an ordinary resolution alongside the adoption of the reports of the directors and auditors.

Key Resolutions Passed

The AGM, conducted through video conferencing/other audio-visual means (VC/OAVM), addressed five key items of business. All resolutions were passed as ordinary resolutions:

Voting Results and Shareholder Dissent

Detailed voting results disclosed on September 24, 2026, reveal significant shareholder dissent regarding the re-appointment of director Ms. Savita Gupta. While the resolution passed with the requisite majority, 7.93% of the total votes polled were cast against her re-appointment.

In contrast, other routine resolutions saw minimal opposition:

• Financial Statements: Both standalone and consolidated financial statements received over 99.99% votes in favour.
• Dividend: The ₹4 per share dividend received 99.98% votes in favour.
• Auditor Appointment: The re-appointment of M/s. Walker Chandiok & Co LLP received 99.99% votes in favour.

The dissenting votes for Ms. Gupta's re-appointment amounted to 14,50,168 votes out of 1,82,81,404 total votes polled. Public non-institutional investors accounted for the majority of this dissent, with 34.15% of their polled votes cast against the resolution.

Meeting Proceedings and Governance

Mr. Desh Raj Dogra, Chairman of the Board, presided over the meeting. The quorum was confirmed present before proceedings commenced at 3:14 pm. The Chairman noted that there were no qualifications, reservations, or adverse remarks in the auditors' report on the standalone and consolidated financial statements for FY26. Similarly, the secretarial audit report contained no qualifications.

The board composition highlighted in the meeting included Mr. Himanshu Gupta as Managing Director and Ms. Archana Capoor as Non-Executive Independent Director. Ms. Savita Gupta, a Non-Executive Director, was re-appointed after retiring by rotation. M/s. Walker Chandiok & Co LLP continued their tenure as Statutory Auditors following shareholder approval.

Voting and Compliance

Remote e-voting facilities were available to shareholders from September 19, 2026, to September 22, 2026. Voting lines remained open for 15 minutes after the conclusion of the meeting. Mr. R.S. Bhatia, Practicing Company Secretary, served as the scrutinizer to ensure fair and transparent voting. The consolidated voting results were declared within two working days from the conclusion of the AGM.

What the Numbers Show

The voting data highlights a divergence between institutional and retail sentiment regarding board governance. While public institutions overwhelmingly supported the re-appointment of Ms. Savita Gupta (only 0.17% dissent), public non-institutional investors showed notable resistance, with 34.15% voting against her. This suggests that retail shareholders may have specific concerns about this director's tenure or performance that are not shared by institutional investors, despite the overall resolution passing comfortably due to promoter support.

S Chand & Company has scheduled its 55th Annual General Meeting (AGM) for September 23, 2026. The company will seek shareholder approval for an interim dividend of ₹4 per equity share and the reappointment of its statutory auditors.

The meeting will be held via video conferencing at 3:00 pm, in compliance with Ministry of Corporate Affairs (MCA) Circular No. 03/2025 dated September 22, 2025. The filing was submitted to BSE and NSE on August 26, 2026, pursuant to Regulation 34(1) of the SEBI Listing Regulations.

Key Resolutions

The Board of Directors has proposed several ordinary businesses for consideration at the AGM:

• Adoption of standalone and consolidated audited financial statements for FY26.
• Approval of the interim dividend of ₹4 per equity share, declared by the Board on May 22, 2026, as the final dividend for FY26.
• Reappointment of Ms. Savita Gupta as a non-executive director liable to retire by rotation.
• Reappointment of M/s. Walker Chandiok & Co LLP as Statutory Auditors for a second term of five years.

Auditor Reappointment Details

Walker Chandiok & Co LLP, currently serving as statutory auditors since September 28, 2021, is eligible for reappointment. The firm, established in 1935, has over 2,215 professionals across 15 cities.

The proposed audit fees for FY27 are set at ₹7 million. For subsequent years, fees will be mutually decided between the Audit Committee and the auditors. The Board noted that none of the directors or key managerial personnel have any financial interest in this resolution.

AGM Logistics and Voting

Shareholders holding shares in demat form as of the cut-off date, September 16, 2026, are eligible to vote. Remote e-voting will be facilitated by National Securities Depository Limited (NSDL).

Mr. R.S. Bhatia, a Company Secretary in Practice, has been appointed as the scrutinizer. The annual report and AGM notice are available electronically on the company’s website and NSDL platform.