Shanmuga Hospital shareholders overwhelmingly approved all eight resolutions at its sixth annual general meeting, with 99.98% of votes cast in favour across all items. The final scrutinizer report, submitted to BSE Limited on September 19, 2026, confirmed that promoters and public shareholders aligned closely on key structural changes.

The meeting, held via video conferencing on September 18, 2026, saw participation from 23 members representing 916 total shareholders on the record date of September 11, 2026. Of the 13,613,000 total shares outstanding, 10,199,000 shares were voted, reflecting a 74.92% turnout. Promoter group shareholders, holding 9,849,000 shares, cast their entire stake in favour of every resolution.

Voting Breakdown

Public non-institutional shareholders, holding 3,764,000 shares, participated with 350,000 votes polled. This segment showed near-unanimous support, with 348,000 votes in favour and only 2,000 votes against each resolution. No institutional public shareholders voted in the process.

Resolutions Passed

The unanimous backing covered both ordinary and special business items:

• Adoption of audited financial statements for FY26.
• Reappointment of Mrs. P. Jayalakshmi and Mr. K. Saravanan as directors retiring by rotation.
• Increase in authorized share capital and subsequent alterations to the Memorandum of Association (MoA).
• Amendment to the Main Object Clause of the MoA.
• Alteration of the Articles of Association.
• Grant of employee stock options under the "Shanmuga Hospital Limited Employee Stock Option Plan 2026".
• Appointment of CS Anuradha as Secretarial Auditor for five years, from 2026-27 to 2030-31.

Governance and Compliance

Statutory auditors PPN and Company and secretarial auditor Surya & Dinesh Associates LLP reported no qualifications for FY25-26. CS S. Anuradha served as the scrutinizer for the e-voting process, with results unblocked in the presence of two independent witnesses, Mr. N Dinesh and Ms. R Priyadarshini. Remote e-voting was conducted from September 15 to September 17, 2026, while venue e-voting remained open for 15 minutes post-meeting.

What the Numbers Show

The near-total alignment between promoter and public shareholders underscores strong confidence in management’s strategic direction. With promoters casting 100% of their 9,849,000 shares in favour, the structural changes—including the ESOP plan and capital hike—face minimal dissent, facilitating smoother execution of future expansion plans.

Shanmuga Hospital has scheduled its sixth annual general meeting for September 18, 2026, to seek shareholder approval for significant corporate governance and strategic expansions. The meeting will be conducted via video conference or other audio-visual means.

The agenda includes increasing the authorized share capital from ₹14 crore to ₹25 crore to facilitate future fundraising. The board also proposes amending the Memorandum of Association to expand operations into medical education support services and healthcare information technology solutions.

Strategic Business Expansion

The company plans to diversify beyond its core healthcare services by entering the medical education and technology sectors. The proposed amendment to Clause III(A) of the Memorandum of Association adds two new object clauses:

• Providing administrative, operational, management, technical, academic, training, consultancy, and allied support services to medical colleges, nursing colleges, paramedical institutions, teaching hospitals, and other healthcare establishments.
• Designing, developing, owning, licensing, marketing, selling, distributing, implementing, maintaining, upgrading, and dealing in computer software, mobile applications, web applications, and other digital solutions in India or abroad.

Capital Structure Changes

To support growth and expansion plans, the board seeks approval to increase the authorized share capital by ₹11 crore. The revised structure will comprise 2,50,00,000 equity shares of face value ₹10 each, up from the current 1,40,00,000 shares.

Employee Stock Option Plan

Shareholders will vote on the "Shanmuga Hospital Limited Employee Stock Option Plan 2026". The plan allows the grant of up to 3,50,000 employee stock options, representing 2.57% of the issued, subscribed, and paid-up equity share capital. These options are exercisable into equity shares of face value ₹10 each.

Key features of the ESOP include:

• Eligible participants include permanent employees and directors (excluding independent directors and those holding more than 10% equity).
• Maximum vesting period is three years, with a minimum of one year.
• Exercise price will be determined by the committee, not less than face value and not more than the closing market price on the day before the grant.
• Shares allotted upon exercise will have a lock-in period of one year.

Governance and Compliance

The meeting will also address routine governance matters:

• Re-appointment of Mrs. Panneerselvam Jayalakshmi and Mr. Karuppiah Saravanan as directors upon retirement by rotation.
• Appointment of CS Anuradha as secretarial auditor for five consecutive financial years, commencing FY27 through FY31.
• Alteration of the Articles of Association to align with the Companies Act 2013, including deleting redundant provisions related to physical share certificates.