TTI Enterprise Limited has announced the resignation of its secretarial auditor M/s. Prity Bishwakarma & Co., effective April 1, 2026. The company informed stock exchanges about this development in compliance with regulatory requirements under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Resignation Details

The resignation was communicated through a formal letter dated April 1, 2026, addressed to both BSE Limited and The Calcutta Stock Exchange Limited. M/s. Prity Bishwakarma & Co., Practicing Company Secretaries, cited pre-occupation with other professional commitments as the primary reason for their inability to continue in the role.

Regulatory Compliance

TTI Enterprise Limited has fulfilled its disclosure obligations pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company provided detailed information in accordance with SEBI circular No. SEBI/HO/CFD/CFD-PoD1/P/CIR/2023/123 dated July 13, 2023, and SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024.

Company Information

TTI Enterprise Limited is incorporated under CIN: L67120WB1981PLC033771 with its registered office located at 28/B, Eden Hospital Road, Yogayog Bhawan, Kolkata, West Bengal, India, 700012. The announcement was signed by Hemant Agarwal, Executive Director (DIN: 11363521), confirming that M/s. Prity Bishwakarma & Co. is no longer associated as the secretarial auditor of the company.

Professional Transition

In the resignation communication, M/s. Prity Bishwakarma & Co. expressed gratitude to the management for the trust and cooperation extended during their association with the company. The practicing company secretary, holding B.Com (Hons.) and ACS qualifications, requested immediate acceptance of the resignation and acknowledgment of the same on record.

TTI Enterprise Limited has successfully concluded its postal ballot process on March 27, 2026, with shareholders approving all six special resolutions through remote e-voting. The company announced the completion of the voting process and scrutinizer's report on March 28, 2026, marking a significant milestone in its corporate governance initiatives.

Postal Ballot Overview

The postal ballot process was conducted through remote e-voting facility provided by National Securities Depository Limited (NSDL). The voting period remained open from February 26, 2026 at 9:00 AM IST to March 27, 2026 at 05:00 PM IST. Prity Bishwakarma of Prity Bishwakarma & Co. served as the scrutinizer for the process, appointed by the Board of Directors on February 20, 2026.

Shareholder Participation and Voting Results

The voting witnessed significant participation from public non-institutional shareholders, who held 20687673 shares and achieved a polling rate of 53.7704%. Notably, promoter and promoter group shareholders, holding 4716749 shares, did not participate in the e-voting process across all resolutions.

Special Resolutions Approved

All six special resolutions received overwhelming shareholder approval, with approval rates exceeding 99.99% for most resolutions:

Corporate Structure Changes:

• Alteration of existing object clause of Memorandum of Association
• General alteration of MOA as per Companies Act, 2013 provisions
• Surrender of Non-Banking Financial Company (NBFC) license

Board Appointments and Changes:

• Regularization of Mr. Kushal Agrawal (DIN: 11533036) as Non-Executive Independent Director
• Regularization of Mr. Shashank Suhalka (DIN: 09767749) as Non-Executive Independent Director
• Ratification of cessation of Mr. Valath Sreenivasan Ranganathan (DIN: 02786224) due to disqualification

Regulatory Compliance and Process

The postal ballot process was conducted in full compliance with Section 108 and 110 of the Companies Act, 2013, and Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014. The company published advertisements in Business Standard (English) and Lipi (Bengali) newspapers on February 25 and 26, 2026, ensuring proper notification to all stakeholders.

The scrutinizer's report confirmed that 66 members participated in the e-voting process, casting a total of 1,11,23,847 votes across all resolutions. No invalid votes were recorded during the process, indicating the smooth execution of the electronic voting system.

Corporate Governance Impact

The successful completion of the postal ballot process represents a significant step in TTI Enterprise's corporate restructuring initiatives. The surrender of the NBFC license and alterations to the MOA suggest the company's strategic shift in business focus. The regularization of independent directors strengthens the board's governance structure, while the ratification of director cessation ensures compliance with regulatory requirements.

The high approval rates across all resolutions demonstrate strong shareholder confidence in the company's strategic direction and management decisions. Executive Director Hemant Agarwal (DIN: 11363521) signed off on the voting results communication to stock exchanges, fulfilling the company's disclosure obligations under Regulation 30.