Markolines Pavement Technologies Limited , a company specializing in pavement technologies, held its 23rd Annual General Meeting (AGM) on September 30, 2025, where shareholders approved all eight resolutions through e-voting. The meeting, conducted via video conferencing and other audio-visual means, saw significant participation with 59.69% of total outstanding shares represented.

Key Approvals

Shareholders gave their nod to several important matters:

1. Financial Statements: The audited consolidated and standalone financial statements for the year ended March 31, 2025, along with the Board of Directors' and Auditors' reports, were adopted.

2. Dividend Declaration: A final dividend of Rs. 1.50 per share (15% on face value of Rs. 10.00) was declared for the financial year 2024-25.

3. Director Re-appointment: Ms. Kirtinandini Patil was re-appointed as a Non-Executive Director of the company.

4. Auditor Appointments:

   • M/s. Jay Gupta & Associates, Chartered Accountants, were re-appointed as Statutory Auditors for a second term of five years, from the conclusion of the 23rd AGM until the 28th AGM in 2030.
   • M/s. DSM & Associates, Company Secretaries, were appointed as Secretarial Auditors for a five-year term from 2025-26 to 2029-30.

Special Resolutions

The shareholders also passed several special resolutions:

1. Borrowing Limits: An increase in the overall borrowing limits of the company under Section 180(1)(c) of the Companies Act, 2013.

2. Asset Charge Creation: Enhanced limits for securitization and creation of charges on the company's assets.

3. Articles of Association Amendment: The Articles of Association were amended to include a new clause (41A) related to the Employee Stock Option Scheme (ESOP).

Voting Results

All resolutions received unanimous approval from the voting shareholders. The voting participation was as follows:

Corporate Governance

The company's commitment to transparency and good corporate governance was evident in the detailed disclosure of voting results and the appointment of auditors. The re-appointment of statutory auditors and the new appointment of secretarial auditors for extended terms demonstrate the company's focus on maintaining consistent financial and secretarial oversight.

Markolines Pavement Technologies Limited continues to evolve its corporate structure, as evidenced by the amendment to its Articles of Association to include provisions for an Employee Stock Option Scheme. This move could potentially align employee interests more closely with those of the company and its shareholders.

The AGM results reflect strong shareholder support for the company's management and strategic direction. With the approval of increased borrowing limits and enhanced securitization capabilities, Markolines Pavement Technologies appears to be positioning itself for potential growth and expansion in the coming years.

Markolines Pavement Technologies Limited recently announced that its draft scheme of amalgamation with Markolines Infra Limited has been returned by the Bombay Stock Exchange (BSE) due to technical issues. The company disclosed this information in a regulatory filing on September 25, 2025, in compliance with SEBI regulations.

Merger Proposal Details

The draft scheme, originally submitted on May 7, 2025, proposed the merger of Markolines Infra Limited (Transferor Company) into Markolines Pavement Technologies Limited (Transferee Company). The application sought a No Objection Certificate (NOC) from the exchange, as required under Regulation 37 of the SEBI Listing Obligations and Disclosure Requirements (LODR) Regulations.

BSE's Response and Next Steps

According to the company's disclosure, BSE returned the merger application on September 23, 2025, citing technical issues. The exact nature of these technical issues was not specified in the announcement.

Markolines Pavement Technologies Limited has stated that it is currently in the process of resubmitting the merger application to BSE. This move demonstrates the company's commitment to pursuing the proposed amalgamation despite the initial setback.

Management Statement

Sanjay Patil, Chairman & Managing Director of Markolines Pavement Technologies Limited, signed the regulatory filing, affirming the company's intention to address the technical issues and proceed with the merger plans.

Implications for Shareholders

While the return of the merger application may cause a temporary delay in the process, shareholders and investors should note that the company is actively working to resolve the issues and resubmit the application. The proposed merger, once approved, could potentially have significant implications for the structure and operations of both Markolines Pavement Technologies Limited and Markolines Infra Limited.

Investors and stakeholders are advised to keep an eye on further announcements from the company regarding the progress of the merger application and any potential impact on their holdings.

As the situation develops, Markolines Pavement Technologies Limited is expected to provide updates through appropriate channels, ensuring transparency and compliance with regulatory requirements.