Zenlabs Ethica passes all AGM resolutions with near-unanimous vote

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Reviewed by
Suketu GScanX News Team
Key Highlights
  • All four resolutions at Zenlabs Ethica's 33rd AGM passed with over 99.9% majority
  • Only 1 vote recorded against each resolution out of 34,47,901 votes polled
  • M/s N. Kumar Chabbra & Co re-appointed as statutory auditors for 5 years
  • Special resolution to amend MoA object clause approved by shareholders
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Zenlabs Ethica Ltd has disclosed the final voting results for its 33rd Annual General Meeting held on September 29, 2026. All four resolutions proposed at the meeting were passed with a majority exceeding 99.9% of votes polled.

The meeting, conducted at the company's registered office in Chandigarh, saw shareholders approve the adoption of audited financial statements for FY26, the re-appointment of Mr. Sanjay Dhir as Whole-Time Director & CFO, the re-appointment of M/s N. Kumar Chabbra & Co as statutory auditors for a 5-year term, and a special resolution to amend the Memorandum of Association.

Voting outcome details

The consolidated scrutinizer's report, submitted by Nitika Goel of M/s BND & Associates, confirmed that out of 34,47,901 votes polled across all resolutions, only 1 vote was cast against each item. The remaining 34,47,900 votes were in favour, resulting in an approval rate of approximately 99.97% for every resolution.

Key attendance figures included:

Category Shareholders Present (In Person/Proxy) Shareholders via Video Conferencing
Promoters and Promoter Group 4 0
Public 12 0

The total number of shareholders on the record date was 2,753. Voting took place through remote e-voting via CDSL and physical ballot papers during the meeting.

Resolutions passed

Shareholders voted on four primary items of business. The adoption of the audited financial statements was approved as an ordinary resolution. This included the reports from the Board of Directors and the statutory auditors for FY26.

The meeting also addressed leadership continuity and audit compliance:

  • Re-appointment of Director: Mr. Sanjay Dhir (Whole-Time Director & CFO), who retired by rotation under Section 152(6) of the Companies Act, 2013, was re-appointed as an ordinary resolution.
  • Auditor Re-appointment: M/s N. Kumar Chabbra & Co., Chartered Accountants (Firm Registration No. 000873N), were re-appointed as statutory auditors for a term of 5 years in accordance with Section 139 of the Companies Act, 2013.
  • MoA Amendment: A special resolution was passed to amend the object clause of the Memorandum of Association.

Auditor profile and compliance

M/s N. Kumar Chabbra & Co. is a professional Chartered Accountant firm registered with the Institute of Chartered Accountants of India (ICAI). The firm has experience in audit and assurance, taxation, accounting, and other professional advisory services. It holds a valid Peer Review Certificate and has confirmed its eligibility for re-appointment under the applicable provisions of the Companies Act, 2013 and SEBI LODR Regulations. The firm has been associated with the company as its statutory auditor previously.

Next steps

The voting results were disseminated to BSE Limited and Central Depository Services (India) Limited on October 1, 2026, as per Regulation 44(3) of SEBI (LODR) Regulations 2015. These results are also available on the company’s website.

Historical Stock Returns for Zenlabs Ethica

1 Day5 Days1 Month6 Months1 Year5 Years
+7.80%+10.35%+4.63%+32.31%-2.36%0.0%

What specific new business activities or strategic objectives are enabled by the amendment to the Memorandum of Association's object clause?

How does the near-unanimous voting result and low public shareholder attendance reflect on the company's current corporate governance standards and minority shareholder engagement?

What are the expected financial impacts and operational changes resulting from the adoption of the FY26 audited financial statements?

Zenlabs Ethica publishes AGM notice in newspapers ahead of Sept 29 meeting

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Reviewed by
Naman SScanX News Team
Key Highlights
  • Zenlabs Ethica published AGM notices in Financial Express and Dainik Tribune on September 6, 2026
  • The 33rd AGM is scheduled for September 29, 2026, at the Chandigarh registered office
  • E-voting window opens from September 26 to September 28, 2026
  • Key agenda items include adoption of FY26 financials and reappointment of directors
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Zenlabs Ethica has published newspaper advertisements to notify shareholders of its upcoming 33rd Annual General Meeting (AGM). The notices appeared in Financial Express and Dainik Tribune on September 6, 2026, pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The company previously dispatched letters containing weblinks for the FY26 Annual Report to shareholders without registered email addresses on September 4, 2026. Shareholders with registered emails received the report electronically.

AGM Schedule Remains Unchanged

The AGM is scheduled for September 29, 2026, at 12:00 pm at the company’s registered office in Chandigarh. The board previously approved convening the meeting on September 2, 2026.

Key logistical details remain as follows:

  • E-voting Window: September 26 to September 28, 2026.
  • Voting Rights Cut-off: September 22, 2026.
  • Location: Plot No. 194-195, 3rd Floor, Industrial Area, Phase-II, Chandigarh.

Agenda Highlights

The notice outlines four key items for shareholder approval at the upcoming AGM:

  • Adoption of Financial Statements: Shareholders will consider the audited financial statements for FY26 ended March 31, 2026, along with the Board’s Report and Statutory Auditors’ Report.
  • Director Reappointment: Mr. Sanjay Dhir (DIN: 02452461), Whole Time Director, retires by rotation and offers himself for reappointment. He holds directorships in five other companies and attended five board meetings in FY25-26.
  • Auditor Reappointment: M/s N Kumar Chabbra & Co., Chartered Accountants, seeks reappointment as statutory auditor for a second consecutive term of five years (FY27–FY31). The board approved an audit fee of ₹4 lakh for FY27.
  • MOA Amendment: A special resolution proposes amending Clause III(B) of the Memorandum of Association to broaden operational flexibility regarding foreign currency repatriation, contract execution, and asset management.

Auditor Details

The firm, holding FRN 000837N, was initially appointed at the 28th AGM in 2021. It holds a valid Peer Review Certificate and confirmed eligibility under the Companies Act, 2013, and SEBI LODR Regulations. The remuneration for subsequent years will be determined by the Audit Committee and Board.

Corporate Governance

Mrs. Nitika Goel of BND & Associates was appointed as the scrutinizer for the e-voting process. The Company Secretary & Compliance Officer, Nikunj Goel, signed the intimation letter dispatched to the exchange.

Historical Stock Returns for Zenlabs Ethica

1 Day5 Days1 Month6 Months1 Year5 Years
+7.80%+10.35%+4.63%+32.31%-2.36%0.0%

How might the proposed amendment to the Memorandum of Association regarding foreign currency repatriation impact Zenlabs Ethica's international expansion strategy and cross-border transaction capabilities?

What are the implications of reappointing M/s N Kumar Chabbra & Co. for a second consecutive five-year term on the company's audit independence and regulatory compliance posture?

Given Mr. Sanjay Dhir's reappointment as Whole Time Director, what specific operational or strategic initiatives is he expected to drive in the upcoming fiscal year?

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