Shareholders of TCI Industries Limited unanimously approved all five resolutions at its 61st Annual General Meeting (AGM) held on July 28, 2026. The company disclosed that every resolution, including the re-appointment of directors and the issuance of redeemable preference shares, received 100% support from valid votes cast. This outcome confirms strong shareholder alignment with the Board’s governance and capital structure strategies.

The meeting was conducted via Video Conferencing / Other Audio-Visual Means (VC/OAVM), starting at 11:04 AM. Jagdish Chandra Sharma, Chairman and Independent Director, presided over the proceedings in adherence to Ministry of Corporate Affairs Circulars, including General Circular No. 20/2020 and General Circular No. 03/2025 dated September 22, 2025. Anisha Dad, Company Secretary and Compliance Officer, confirmed the presence of the requisite quorum. Mrs. Chandanbala O. Mehta, Practicing Company Secretary, served as the Scrutinizer for remote e-voting and e-voting during the AGM.

Under ordinary business, shareholders adopted the Audited Financial Statements for FY26, which received a clean opinion from Statutory Auditors M/s. V. Singhi & Associates. The Board also sought and received approval for the re-appointment of two key directors:

• Dharmpal Agarwal (DIN: 00084105): Re-appointed as Non-Executive Non-Independent Director. He is the Chairman and Managing Director of Transport Corporation of India Limited and has over 54 years of experience in the transport and logistics sector. He is the brother of Mr. Ashok Kumar Agarwal.
• Vikas Agarwal (DIN: 00052738): Re-appointed as Non-Executive Non-Independent Director. He holds a Bachelor of Science in Industrial Management & Economics from Carnegie Mellon University and has over 20 years of experience in textiles, telecom, finance, and real estate.

The special business agenda included the reclassification of unissued authorized share capital and the authorization to issue Redeemable Preference Shares to Promoters and Related Parties via private placement. These actions aim to optimize the company’s capital structure without diluting existing equity voting power.

Voting Results Breakdown

The consolidated voting results, filed with BSE Limited on July 30, 2026, under Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, show high engagement from promoter shareholders. A total of 1958 shareholders were on the record date of July 21, 2026. Of these, 8 promoters and 21 public shareholders attended the meeting through VC/OAVM.

Note: For Resolution 5, promoter votes were excluded from the denominator for validity calculation due to interest in the resolution, resulting in a net valid vote count of 44,153 from public shareholders, all in favour.

Governance and Capital Structure

The re-appointment of Dharmpal and Vikas Agarwal reinforces the promoter-led governance structure of TCI Industries. Both directors are not debarred by SEBI or any other authority. The simultaneous approval of redeemable preference shares suggests a strategic move to raise funds or provide liquidity to promoter entities while maintaining control, as these shares typically carry limited or no voting rights.

What the Numbers Show

The clean audit report from M/s. V. Singhi & Associates indicates strong compliance with accounting standards for FY26. The decision to issue redeemable preference shares rather than equity shares to promoters highlights a strategy to optimize capital efficiency. By avoiding equity dilution, the existing shareholders’ voting power remains intact, while the company gains flexibility in its capital structure through non-voting instruments. The unanimous support across all resolutions, including those where promoters abstained from voting due to conflict of interest, underscores broad consensus among public shareholders.

TCI Industries Limited has published the Notice of its 61st Annual General Meeting (AGM) in newspapers on July 7, 2026. The meeting is scheduled for Tuesday, July 28, 2026, at 11:00 a.m. IST and will be conducted solely through Video Conferencing (VC) and Other Audio-Visual Means (OAVM). This publication was submitted to BSE Limited and appeared in Active Times (English) and Mumbai Lakshadeep (Marathi).

The Register of Members and Share Transfer Books will remain closed from Wednesday, July 22, 2026, to Tuesday, July 28, 2026, for the purpose of the AGM. The company has sent the 61st Annual Report and Notice of AGM electronically to members whose email addresses are registered with the company or depositories. Physical copies will be dispatched only upon specific request.

E-Voting and Participation Details

Members can participate in the AGM via the VC/OAVM facility, with attendance counting towards the quorum under Section 103 of the Companies Act, 2013. A remote e-voting facility is available via the National Securities Depository Limited (NSDL) platform. The remote e-voting period commences on Saturday, July 25, 2026, at 9:00 a.m. IST and concludes on Monday, July 27, 2026, at 5:00 p.m. IST.

Members who have already cast their votes remotely may attend the meeting but are not entitled to vote again. The voting rights are determined based on shareholding as of the cut-off date, July 21, 2026. Mrs. Chandanbala O. Mehta has been appointed as the Scrutinizer for the e-voting process.

Documents are accessible on the company’s website at www.tcil.in and on the BSE Limited website. Members holding shares in physical form or needing to update email addresses must submit self-attested copies of their PAN card and share certificate to the Registrar and Share Transfer Agent.