Scrutinizer''s Report - 42nd Annual General Meeting

SEC 48 / 2026-27 28th July 2026 BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Exchange Plaza, C-1, Block G Dalal Street Bandra Kurla Complex Mumbai 400 001 Bandra (E), Mumbai 400 051 Maharashtra, India Maharashtra Scrip Code: 500114 Symbol: TITAN Dear Sirs, Sub: Voting Results of the 42nd Annual General Meeting (AGM) of Titan Company Limited (the Company) The 42nd AGM of the Company was held on Monday, 27th July 2026 at 2:30 p.m. (IST) through Video Conferencing/Other Audio-Visual Means to transact the business as stated in the Notice dated 29th June 2026, convening the AGM. Based on the report of the Scrutinizer, all the resolutions as set out in the Notice of the 42nd AGM have been duly approved by the shareholders with the requisite majority. Pursuant to Regulation 44 of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI LODR’) and with further reference to the brief proceedings of the AGM submitted vide our letter dated 27th July 2026, please find enclosed the following: 1. Disclosure of the Voting Results of the businesses transacted at the AGM as required under Regulation 44(3) of the SEBI LODR as Annexure A. 2. Report of the Scrutinizer dated 28th July 2026, pursuant to Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014 as Annexure B. Titan Company Limited `INTEGRITY` #193 Veerasandra Electronics City P.O. Off Hosur Main Road, Bangalore 560100 India. Tel: 9180 6704 7000 Fax: 9180 6704 6262 Registered Office 3, Sipcot Industrial Complex Hosur 635 126 TN India. Tel-91 4344 664 199 Fax 91 4344 276037, CIN: L74999TZ1984PLC001456 www.titancompany.in Sensitivity: Internal The Voting Results and the Scrutinizers Report are made available on the website of the Company at www.titancompany.in. This is for your information and records. Yours truly, For TITAN COMPANY LIMITED Dinesh Shetty General Counsel & Company Secretary Encl. As stated Titan Company Limited `INTEGRITY` #193 Veerasandra Electronics City P.O. Off Hosur Main Road, Bangalore 560100 India. Tel: 9180 6704 7000 Fax: 9180 6704 6262 Registered Office 3, Sipcot Industrial Complex Hosur 635 126 TN India. Tel-91 4344 664 199 Fax 91 4344 276037, CIN: L74999TZ1984PLC001456 www.titancompany.in Sensitivity: Internal Annexure A Submission of voting results Sr. Particulars Details 1. Date of the AGM 27th July 2026 2. Total number of shareholders on 750481 record date i.e. 20th July 2026 3. No. of shareholders present in the Not Applicable meeting either in person or through proxy: - Promoters & Promoter Group - Public 4. No. of shareholders attended the meeting through VC/OAVM - Promoter and Promoter Group 6 - Public 78 A) RESULTS OF THE MEETING Sr. Agenda Resolution Mode of Remarks No required Voting (Ordinary/ Special) 1. To receive, consider and adopt the Audited Ordinary Remote e- Passed with Standalone Financial Statements of the voting and e- requisite Company for the Financial Year ended voting at AGM majority 31st March 2026, together with the Reports of the Board of Directors and Auditors thereon. 2. To receive, consider and adopt the Audited Ordinary Remote e- Passed with Consolidated Financial Statements of the voting and e- requisite Company for the Financial Year ended voting at AGM majority 31st March 2026, together with the Report of the Auditors thereon. 3. To declare dividend of Rs. 15/- per equity share Ordinary Remote e- Passed with of face value of Re.1/- each on equity shares for voting and e- requisite the Financial Year ended 31st March 2026. voting at AGM majority 4. To appoint a director in place of Mr. Noel Naval Ordinary Remote e- Passed with Tata (DIN: 00024713), who retires by rotation voting and e- requisite in terms of Section 152(6) of the Companies voting at AGM majority Act, 2013 and, being eligible, seeks re- appointment. Titan Company Limited `INTEGRITY` #193 Veerasandra Electronics City P.O. Off Hosur Main Road, Bangalore 560100 India. Tel: 9180 6704 7000 Fax: 9180 6704 6262 Registered Office 3, Sipcot Industrial Complex Hosur 635 126 TN India. Tel-91 4344 664 199 Fax 91 4344 276037, CIN: L74999TZ1984PLC001456 www.titancompany.in Sensitivity: Internal 5. Appointment of Dr. S Vijayakumar, IAS O r d i n ary Remote e- Passed with (DIN: 01764064) as Director of the Company voting and e- requisite voting at AGM majority Yours truly, For TITAN COMPANY LIMITED Dinesh Shetty General Counsel & Company Secretary Titan Company Limited `INTEGRITY` #193 Veerasandra Electronics City P.O. Off Hosur Main Road, Bangalore 560100 India. Tel: 9180 6704 7000 Fax: 9180 6704 6262 Registered Office 3, Sipcot Industrial Complex Hosur 635 126 TN India. Tel-91 4344 664 199 Fax 91 4344 276037, CIN: L74999TZ1984PLC001456 www.titancompany.in Sensitivity: Internal Sensitivity: Internal Sensitivity: Internal Sensitivity: Internal Sensitivity: Internal Sensitivity: Internal Form No. MGT-13 REPORT OF SCRUTINIZER [Pursuant to Section 108 of the Companies Act, 2013 and Rule 21(2) of the Companies (Management and Administration) Rules, 2014] The Chairman of the Forty-Second Annual General Meeting (AGM) of the Members of “Titan Company Limited” held on Monday, 27th July 2026, at 2:30 P.M. IST through Video Conferencing (VC)/Other Audio Visual Means (OAVM). Sir, I, Pradeep B Kulkarni, Partner of V. Sreedharan and Associates, Company Secretaries, Bengaluru, was appointed as Scrutinizer pursuant to Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 and pursuant to Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, for the purpose of: (i) Scrutinizing the remote e-voting process under the provisions of Section 108 of the Companies Act, 2013, read with Rule 20 of the Companies (Management and Administration) Rules, 2014, and pursuant to Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. (ii) Voting through an electronic voting system at the AGM. PRADEEP Digitally signed by PRADEEP BHEEMSEN BHEEMSEN KULKARNI KULKARNI Date: 2026.07.28 15:02:23 +05'30' Page 1 of 9 The management of the Company is responsible to ensure compliance with the requirement of the Companies Act, 2013, Rules and circulars issued by MCA and SEBI relating to conducting of AGM through VC/OAVM and voting by electronic means for the resolutions contained in the Notice of the Forty-Second Annual General Meeting of the Members dated 29th June 2026. My responsibility as a Scrutinizer for the voting process of voting by electronic means is restricted to making a Consolidated Scrutinizer’s Report of the votes cast “in favor” and/or “against” for the resolutions stated in the notice of the AGM, based on the report generated from the e-Voting system provided by National Securities Depository Limited (NSDL), the agency authorised under the Rules and engaged by the Company to provide remote e-Voting facilities and e-Voting facilities to vote at the AGM. I submit my report as under: 1. The remote e-Voting period remained open from 9:00 A.M. IST on Thursday, 23rd July 2026, up to 5:00 P.M. IST on Sunday, 26th July 2026. 2. The Notice of the Annual General Meeting and the Annual Report for the Financial Year 2025-26, along with the e-voting instructions, were sent by electronic mode (e-mail) to those Members whose e-mail addresses were registered with the Company/Depository Participant(s)/Depositories, pursuant to the Ministry of Corporate Affairs (“MCA”) General Circular Nos. 14/2020 dated 8th April 2020, 17/2020 dated 13th April 2020, 20/2020 dated 5th May 2020, 02/2022 dated 5th May 2022 and subsequent Circulars issued in this regard, the latest being General Circular No. 03/2025 dated 22nd September 2025 issued by the Ministry of Corporate Affairs, read with the Circulars issued by the Securities and Exchange Board of India (SEBI) [Showing first 8,000 characters — download PDF for full document]