Adani Total Gas Limited has successfully completed its postal ballot process for the appointment of Mr. K Jairaj as an Independent Director, with shareholders demonstrating overwhelming support for the resolution. The company announced the results on January 23, 2026, following a comprehensive e-voting process conducted in accordance with regulatory requirements.

Postal Ballot Results and Voting Details

The special resolution for appointing Mr. K Jairaj (DIN: 01875126) as an Independent Director (Non-Executive) received exceptional shareholder approval, with 99.85% of total votes polled cast in favour of the appointment. The voting process was conducted exclusively through electronic means via National Securities Depository Limited's platform.

E-Voting Process and Timeline

The company provided e-voting facility to members through National Securities Depository Limited, ensuring a transparent and accessible voting process. The postal ballot notice was dated December 19, 2025, and the e-voting period commenced at 9:00 am IST on Thursday, December 25, 2025, concluding at 5:00 pm IST on Friday, January 23, 2026.

In compliance with MCA circulars, the company sent the postal ballot notice in electronic form only to 633,504 shareholders on record as of December 19, 2025. No physical ballot forms were dispatched, and the notice was made available on the company's website and stock exchange platforms.

Category-wise Voting Breakdown

The voting pattern across different shareholder categories demonstrated strong support for the appointment:

Scrutinizer's Report and Compliance

Mr. Raimeen Maradiya, Partner at Chirag Shah and Associates, served as the scrutinizer for the postal ballot process. The scrutinizer confirmed that the voting process was conducted in a fair and transparent manner, adhering to all applicable provisions of the Companies Act, 2013, and SEBI regulations.

The scrutinizer's report validated that all procedural requirements were met, including proper dispatch of electronic notices, newspaper advertisements published in Indian Express (English) and Financial Express (Gujarati) on December 25, 2025, and secure handling of the e-voting process.

Regulatory Compliance and Documentation

The postal ballot was conducted pursuant to Section 110 of the Companies Act, 2013, and Regulation 44 of SEBI Listing Regulations. Company Secretary Anil Agrawal submitted the voting results and scrutinizer's report to BSE Limited and National Stock Exchange of India Limited, fulfilling the disclosure requirements under Regulation 44(3) of SEBI regulations.

The appointment of Mr. K Jairaj as Independent Director strengthens the company's board composition and governance framework, reflecting shareholders' confidence in the proposed leadership enhancement.

Adani Total Gas Limited delivered a strong financial performance in the third quarter of FY26, with consolidated net profit rising 11.4% year-on-year to ₹158.65 crores. The city gas distribution company demonstrated resilient growth despite challenging market conditions, supported by robust revenue expansion and operational efficiency.

Financial Performance Overview

The company's consolidated financial results for Q3FY26 showed significant improvement across key metrics. Revenue from operations increased by 17.0% to ₹1,639.22 crores compared to ₹1,400.88 crores in Q3FY25, reflecting strong demand for natural gas across its distribution network.

Nine-Month Performance Analysis

For the nine months ended December 31, 2025, Adani Total Gas achieved consolidated revenue from operations of ₹4,713.92 crores, representing a 19.1% increase from ₹3,958.31 crores in the corresponding period of the previous year. Net profit for the nine-month period reached ₹487.38 crores, though this was marginally lower than ₹499.82 crores recorded in the same period last year.

Cost Structure and Operational Metrics

The company's cost of natural gas and traded items increased to ₹1,029.38 crores in Q3FY26 from ₹884.84 crores in Q3FY25, reflecting higher input costs and increased volumes. Finance costs rose significantly to ₹40.63 crores from ₹27.47 crores year-on-year, indicating higher borrowing costs or increased debt levels.

Depreciation and amortisation expenses increased to ₹62.44 crores from ₹53.19 crores, suggesting continued infrastructure investments in the gas distribution network. The company's share of profit from joint ventures contributed ₹2.70 crores in Q3FY26 compared to ₹1.07 crores in the previous year quarter.

Earnings Per Share and Capital Structure

Basic and diluted earnings per share for Q3FY26 stood at ₹1.44 compared to ₹1.29 in Q3FY25. For the nine-month period, earnings per share was ₹4.43 versus ₹4.54 in the corresponding period last year. The company maintained its paid-up equity share capital at ₹109.98 crores with a face value of ₹1 per share.

Regulatory and Legal Updates

The company continues to navigate various regulatory matters, including pending authorizations for geographical areas and ongoing legal proceedings. The Government of India's consolidation of 29 labour legislations into four Labour Codes, effective from November 21, 2025, resulted in a financial impact of ₹7.23 crores recognized in the current quarter.

Board Approval and Audit

The Board of Directors approved these unaudited consolidated financial results at their meeting held on January 22, 2026, which commenced at 3:30 p.m. and concluded at 5:45 p.m. The results have been subject to limited review by the statutory auditors Walker Chandiok & Co LLP and were reviewed by the Audit Committee before board approval.