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.

TTI Enterprise Limited has disclosed to stock exchanges that it has been made aware of a petition filed before the National Company Law Tribunal (NCLT), Kolkata Bench, West Bengal. The petition concerns the refusal to register transfer of shares and rectification of register in a dispute between M/s. Realearth Ecofarms India Private Limited and Mr. Valath Sreenivasan Ranganathan.

Share Transfer Dispute Details

The matter centers around the registration of transfer of 35,00,000 equity shares of face value Rs. 10 each in favor of M/s. Realearth Ecofarms India Private Limited. This transfer request arises from a Share Surrender Agreement dated March 20, 2025.

Legal Proceedings

The petition has been filed by M/s. Realearth Ecofarms India Private Limited against both Mr. Valath Sreenivasan Ranganathan and TTI Enterprise Limited. The company disclosed this information on March 26, 2026, in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Company's Response and Impact Assessment

TTI Enterprise Limited has clarified that there is no impact on the financial operations or other activities of the company due to this matter. The company has committed to taking necessary steps as required under applicable laws and will keep stock exchanges informed of any further material developments.

The disclosure was made to both BSE Limited and The Calcutta Stock Exchange Limited, with detailed annexure provided as per regulatory requirements under Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026.

Regulatory Compliance

The company's intimation includes comprehensive details as mandated by SEBI regulations, confirming no violations or contraventions have been committed or alleged. TTI Enterprise Limited continues to maintain transparency with stakeholders while addressing this legal matter through appropriate channels.