TCM Ltd held its 82nd Annual General Meeting on September 25, 2026, at Bharath Hotel in Ernakulam. The meeting focused on the adoption of financial statements for FY26 and key governance updates regarding board composition.

Voting results and resolutions

Shareholders approved all four resolutions passed during the meeting. The consolidated scrutinizer report, submitted to the Bombay Stock Exchange on September 28, 2026, confirmed that the resolutions received overwhelming support from both e-voting and ballot paper voters.

The following table details the voting outcomes for each resolution:

Meeting proceedings and attendance

The session commenced at 3:00 pm with Joseph Varghese, Managing Director, serving as Chairman. A total of 34 members attended in person, including promoters. The company reported 4,168 shareholders as of the record date, September 18, 2026. Directors present included George Varghese, Rani Jose, Ramesh Babu, Jose Jacob, and Sreenivasa Bhat S. The Company Secretary, Gokul V Shenoy, welcomed attendees and facilitated the procedural aspects of the vote.

Resolutions passed

Shareholders approved ordinary resolutions to adopt the audited standalone and consolidated financial statements for the year ended March 31, 2026. Additionally, Rani Jose was reappointed as a non-executive, non-independent director liable to retire by rotation.

Under special business items passed by ordinary resolution, two independent directors were reappointed for second five-year terms effective September 29, 2026, through September 28, 2031:

• Gopalakrishnan Mahesh: Reappointed as non-executive independent director.
• Jose Jacob: Reappointed as non-executive independent director.

Voting mechanism and results

The company utilized remote e-voting facilities from September 22, 2026, to September 24, 2026. Members who had not voted remotely were provided a 15-minute window for ballot voting at the venue. JKM Associates, practicing company secretaries, served as the scrutinizer for the process. P K Krishnamurthy, Partner at JKM Associates, submitted the final report on September 28, 2026, confirming that no invalid votes were recorded during the ballot process.

TCM Limited signed a binding Memorandum of Understanding on September 18, 2026, to form a joint venture for developing a premium residential villa project in Kalamassery, Ernakulam.

The agreement involves TCM Limited as the landowning partner, M/s Asset Homes Private Limited as the developer, and Mr. Suhas Nandan as the investor.

Deal Structure and Terms

The parties will incorporate a Special Purpose Vehicle (SPV) named "Asset TCM Estates Pvt Ltd" to execute the project. TCM Limited will contribute the land, comprising 250 cents in Thrikkakara North Village, through a joint development agreement.

Mr. Suhas Nandan will provide working capital of at least ₹25 crore to the SPV via a loan or debt instrument. The loan carries a return rate of 20% per annum, compounded annually, for a period of three to four years from disbursement.

In consideration for the investment, Mr. Nandan will subscribe to 1% of the paid-up capital of the SPV. Upon repayment of the loan amount, he will transfer these shares to the other shareholders at face value.

Project Development Roles

Asset Homes Private Limited will manage the end-to-end development process. Its responsibilities include conceptualization, design, obtaining statutory approvals, construction, branding, marketing, and handing over completed units to purchasers.

The parties will execute a definitive Shareholders' Agreement (SHA) later to detail shareholding patterns, board composition, reserved matters, exit rights, and deadlock resolution mechanisms.

Regulatory Disclosure

The disclosure was made under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company confirmed that the parties are not related entities and the transaction does not fall under related-party transactions.

The MoU records broad commercial terms and will be superseded by definitive agreements once executed.