BSEAGM/EGM1d ago · 24 Sept 2026, 04:11 pm

Proceedings of 78th Annual General Meeting held through VC/OAVM

Andrew Yule & Company Ltd · 526173

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Andrew Yule & Company Ltd held its 78th Annual General Meeting (AGM) on September 24, 2026, through video conferencing. The meeting was attended by 72 shareholders, and the company provided electronic voting facilities to members. The Chairman, Ananta Mohan Singh, gave an overview of the company's financial performance and future outlook.

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Earnings Impact5/10
Growth Catalyst3/10
Governance Concern2/10
Regulatory Risk1/10
Balance Sheet Risk4/10
Liquidity Impact6/10
Market Sentiment5/10

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Andrew Yule & Company Ltd - 526173 - Shareholder Meeting / Postal Ballot-Outcome of AGM

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Ref: AY/Sectl/AGM 25-26 24th September, 2026 The General Manager Corporate Relationship Department, BSE Limited, 1st Floor, P. J. Towers, Dalal Street, Mumbai – 400 001 Dear Sir, Sub.: Proceedings of the 78th Annual General Meeting (AGM) of the Company held on 24th September, 2026 Pursuant to Regulation 30 read with Part-A of Schedule-III of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, we are submitting herewith the Summary of the Proceedings of the 78th Annual General Meeting (AGM) of the Company held on Thursday, 24th September, 2026 through Video Conferencing/ Other Audio-Visual Means. We would request you to kindly take the same on your records. Thanking you, Yours faithfully, For Andrew Yule & Co. Ltd. (Sucharita Das) Company Secretary Encl.: As above SUMMARY OF PROCEEDINGS OF THE 78TH ANNUAL GENERAL MEETING OF ANDREW YULE & CO. LTD. HELD ON 24TH SEPTEMBER, 2026 The 78th Annual General Meeting (AGM) of the members of Andrew Yule & Co. Ltd. was held on Thursday, 24th September, 2026 at 11.30 a.m. through Video Conferencing/ Other Audio- Visual Means in conformity with the regulatory provisions and the Circulars issued by the Ministry of Corporate Affairs, Government of India, in this regard. Shri Ananta Mohan Singh being the Chairman & Managing Director of the Company, chaired the proceedings of the 78th AGM. The summary of the proceedings is as under: 1. Cut-off date for e-voting: 17th September, 2026 2. Total number of shareholders as on cut-off date: 44520 3. No. of shareholders who attended the Meeting through video conference: 72 Since this AGM is being held through VC pursuant to the MCA Circulars, physical attendance of members was dispensed with. Accordingly, the facility for appointment of proxies by the Members was not made available for the AGM. All the shareholders who have joined this meeting were by default being placed, by the host, on mute for conducting this meeting smoothly and seamlessly. Thereafter, the Company Secretary requested Shri Ananta Mohan Singh, Chairman & Managing Director of the Company to start the proceeding of the AGM. The Chairman in his opening remarks extended a warm welcome to all the shareholders, auditors and other invitees attending the 78th AGM and also introduced the Directors who were attending the AGM through VC/OAVM from their respective locations. Thereafter since the requisite quorum was present, the Chairman declared the 78th AGM to order. All the Directors, except Shri Vijay Mittal, Govt. Nominee Director, attended the meeting. The Chairman explained the unavoidable circumstances due to which Shri Vijay Mittal could not attend the AGM. He then acknowledged the attendance of the representatives of the Statutory Auditors, M/s N. C. Banerjee & Co. and Secretarial Auditor, M/s. T. Chatterjee & Associates, who have also joined the meeting through video conferencing from their respective locations. Thereafter, the members were informed that the electronic voting will be available throughout the AGM. At the outset the Chairman requested the Company Secretary to elaborate about the regulatory matters and general instructions pertaining to the Annual General Meeting. The Company Secretary then informed the members that: • The Company had provided electronic voting facilities to the members by means of remote e-voting. The Company had enabled e-voting facility during the AGM for members who had not voted through remote e-voting and who were present at the AGM. The e-voting facility was available in the e-voting platform of the NSDL. • The facility for joining this AGM through video conference or other audio-visual means was made available for the shareholders on a first-come-first-served basis. • The Register of Directors and Key Managerial Personnel and the Register of Contracts or Arrangements had been made available electronically for inspection by the shareholders during the AGM. • Some of the shareholders had registered themselves as Speaker Shareholder for the AGM. Accordingly, the floor would be open for those shareholders to ask questions or express their views once announced by the Hon’ble Chairman. Thereafter, the Chairman gave an overview of the financial performance of the Company for the financial year ended 31st March, 2026 and its future outlook and informed the members the followings: • Notice of the 78th AGM along with the Annual Report for the financial year 2025-26 since been sent to the shareholders electronically, it was taken as read. • The observations made by the Secretarial Auditor in their Report for the financial year 2025-26 along with the management’s response on the observations had been included in details in the Board’s Report in page no. 35. Thereafter, with the permission of the members, the Statutory Auditor’s Report and the Secretarial Auditor’s Report were taken as read. Thereafter the Members were briefed on the Ordinary Business and Special Business items covered in the 78th AGM Notice of the Company dated 24th August, 2026. Thereupon, the Chairman initiated Question and Answer session, whereby the registered speaker shareholders expressed their views, gave suggestions and sought clarifications on the performance of the Company and related matters one by one, which were later responded by the Chairman of the Company. The Chairman then informed that M/s. T. Chatterjee & Associates, Practicing Company Secretaries was appointed as the Scrutinizer by the Board for scrutinizing the remote e-voting process and e-voting during the AGM in a fair and transparent manner. The Chairman authorized the Company Secretary to declare the voting results by Saturday, 26th September, 2026 after receiving the Consolidated Scrutinizers’ Report. The Results declared along with the Scrutinizer's Report will be intimated to the BSE Limited (BSE), where the shares of the Company are listed and will also be uploaded on the Company's website as well as on the e-voting website of NSDL. Thereafter, the Chairman concluded the meeting and informed the members that the e-voting process will continue for the next 15 minutes and will be disabled automatically. Accordingly, the e-voting process continued till 12.27 p.m. The Chairman then thanked the Directors, Auditors and the members for participating in the meeting and wished everyone for good health and safety in the year ahead. After the completion of the Annual General Meeting, the scrutinizer unblocked votes cast through remote e-voting and e-voting at the AGM and submitted his Report. All the following resolutions from item no. 1 to 7 have been passed with requisite majority except resolution at item no. 8. Ordinary Business: 1) Adoption of the Audited Standalone and Consolidated Financial Statements of the Company for the financial year ended 31st March, 2026 together with the Reports of the Board of Directors, Auditors and Comments of the Comptroller & Auditor General of India (CAG), thereon. 2) Continuation of the appointment of Shri Vijay Mittal (DIN: 09548096), Part-time Official Director (Govt. Nominee) as a Director liable to retire by rotation. 3) Fixation of remuneration payable to Statutory Auditors of the Company for the financial year ending 31st March, 2027. Special Business: 4) Continuation of the appointment of Shri Sharad Kumar (DIN: 11372625), as a Director (Planning). 5) Continuation of the appointment of Shri Kulbhushan Malhotra (DIN: 11507259), as a Part-time Official Director (Govt. Nominee). 6) Continuation of the appointment of Shri Singhai Sanjay Jain (DIN: 03071091), as a Non- Official Independent Director 7) Ratification of remuneration payable to Cost Auditors for the financial year ending 31st March, 2027. 8) Removal of Shri Ananta Mohan Singh (DIN: 03594804) as Director Thanking you, Yours faithfully, For Andrew Yule & Co. Ltd. (Sucharita Das) Company Secretary