Tata Capital shareholders approved all ten resolutions put forward at the company's 35th Annual General Meeting (AGM) held on August 19, 2026. The meeting, conducted through video conferencing and other audio-visual means, saw unanimous support from the promoter and promoter group for every item on the agenda.

The most significant strategic approvals included a special resolution for the issuance of Non-Convertible Debentures (NCDs) on a private placement basis and the ratification of the company's Employee Stock Options Scheme (ESOP). Additionally, shareholders ratified the extension of ESOP benefits to employees of the holding or subsidiary companies. These moves signal management's intent to leverage capital markets for funding while aligning long-term employee incentives.

Voting Dynamics

The voting results reveal distinct patterns between institutional and non-institutional public shareholders. While the promoter group cast 100% of its votes in favor of all resolutions, public institutional investors showed notable dissent on governance-related matters.

For the ratification of the ESOP scheme (Resolution 8), public institutional investors voted against the proposal with 25.63% of their polled votes. Similarly, for the extension of ESOP benefits to group companies (Resolution 9), institutional dissent stood at 25.39%. Despite this opposition, the resolutions passed comfortably due to overwhelming support from the promoter group and non-institutional public shareholders.

Note: Promoter group abstained from voting on the related-party transaction with Tata Consultancy Services Limited as per regulatory requirements.

Governance and Audits

The meeting also addressed standard governance matters. Shareholders re-appointed Saurabh Agrawal as a director following his retirement by rotation. The resolution received 99.97% support from those who voted, though it faced slightly higher opposition from public institutional investors (0.42% against) compared to routine financial statements.

M/s. T.P. Ostwal & Associates LLP was appointed as one of the Joint Statutory Auditors for the upcoming financial year. This appointment was approved with 99.98% support across all shareholder categories.

What the Numbers Show

A clear divergence exists in shareholder sentiment regarding employee compensation versus capital allocation. While institutional investors opposed the ESOP ratifications by over 25%, they voted unanimously in favor of the NCD issuance and the material related-party transaction with Tata Consultancy Services Limited. This suggests that institutional holders may have specific concerns regarding dilution or the structure of the ESOP plan, while remaining fully aligned with the company's financing strategy and core business partnerships. The promoter group's consistent 100% support across all items underscores strong internal alignment on both operational and strategic directions.

Tata Capital has announced a schedule for an analyst and institutional investor meeting to be held in Singapore later this month. The disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time.

The company confirmed that no unpublished price-sensitive information will be shared or discussed during these engagements with investors.

Meeting Schedule

The meetings are scheduled for August 17 and 18, 2026. The events will be conducted in a physical mode in Singapore. The detailed schedule is as follows:

Regulatory Compliance

Tata Capital emphasized that the schedule may undergo changes due to exigencies on the part of attendees or the company. The disclosure was signed by Sarita Kamath, Chief Legal and Compliance Officer & Company Secretary, on August 12, 2026.

The filing was addressed to the Listing Departments of both BSE Limited and National Stock Exchange of India Ltd., ensuring compliance with listing obligations across both exchanges.