Proceeding of the 43rd Annual General Meeting of the Company including Voting Results and Scrutinizer Report.

VRL LOGISTICS LTD Since 1976 corporat€ Office : Giriraj Annexe Circuit House Road HUBBALLI - 5a0 029 Karnataka State Phone 0836 2237511 Fax I Oa36 2256612 e-mail : headoffice@vrllogistics.com BSE {,imited National Stock Exchange oflndia Limited Phiroze Jeejeebhoy'fowers Exchange Plaza, Plot No. C/l, G-Block, Dalal Street Bandra - Kurla Complex, Bandra (E)' Mumbai-,100001 Mumbai - 400 051 Scrip Codes: 5391l8 Scrip Codes: VRLLOG Dear Sir / Madam. Sub: Voti[g results and proceedings ofthe 43'd Annual General Meeting ofthe Company ln cortiruation to our AGM notice filed or 12'h July 2026 and pursuant to Regulation 30 read with Schedule III ofthe SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 ('SEBI Listing Regulations'), we infom you that the 43'd Annual Gencral Meeting of the Compary was held on Tuesday, 4th August 2026 at 1.00 P.M at the registered oflice ofthe Conrpany situated at RS.No.351/1, Varur, Post Chabbi, Taluk Hubballi, Dislrict Dhaiwad. Hubballi 581 207 (NH-4, Bengaluru Road, Varur). ln this rcgard, we enclose herewith the following: 1. Gist ofproceeclings ofthe 43'd Annual General Mecting held on 4th August 2026. 2. Votirg results pursuant to Regulation 44(3) of SEBI Listing Regulations. 3. Scrutinizer's repofi in accordance with Section 108 ofthe Companies Act, 2013 read with Rules made thereunder. The proceedings of43'd AGM, voting results along with Scrutinizer's report will also be hosted on our Company's website at y44'w.r'r1g1otlp.in and also on the website of the Registrar and Trunsfer Agents ofthe Company at ww\\.kiiltcch.com You are to take notc ofthe same. For VRL Limited Aniruddha Phadravis Company Secretary & Com Place: Hubballi Datc: 04.08.2026 Regd, & Admn. Oftice : Bengaluru Road Varur HUBBALLI - 581 207 Karnataka state Phone : 0836 )237613 Fax | 0836 2237614 e-mail : varurho@vrllogistics.com Customer Care : HUBBALLI O Oa36 - 2307800 e-mail : <ustom€r(are@vrllogisti(s.(om Website: www.vrllogisti(s.<om CIN : 16021oKA 1 983 PLC005247 GSTIN (KAR): 29AABCV3609C1ZJ VRL LOGISTIGS LTD Since 1976 Corporate Offi<e Girira.i Annexe Circuit House Road HUBBALLI - 580 029 Karnataka State Phone : 0836 2237511 Fax I 0836 2256612 email i headoffice@vrllogistics.com GIST OT PROCEEDINGS AT THE 43'd ANNUAL GENERAL MEETING OF THE COMPANY 'Ihe 4l'd Annual General Meeting of the Company was held on Tuesday, 4thAugust 2026 at l:00 P.M at the registered office ofthe Company situated at RS.No.35l/1, Varur, Posl Chabbi, Taluk Hubballi, Dishict Dharwad, Hubballi 581 207 0\lH-4, Bengaluru Road, Varur). Members Present: A total of69 members attended the meeting as per the records ofattendance. l)irectors Presentl 1. Dr. Vijay Sankeshwar : Chairman and Managing Director Dr. Anand Sankeshwar : Managing Director 3. Mr.LRBhat : Whole Time Director 4. Mr. Shantilal Jain : Independent Director (Chaiman of the Audit and Nomination and Remuneration Committee) 5. Mr. ShaDkar Vasantrao Pinge : Independent Director and (Chairman of Stakeholders Relationship Committee) 6. Dr. D.V. Guruprasad : Independent Direclor Mr. Vinay J Javaii : hdependerlt Director 8. Dr. (Mrs.) Shailaja Ambli : lndependent Director l\4r V A. Patil : Independent Director 10. Dr. Raghottam Akamanchi : Non-Executive Director I L Dr. Ashok Shettar : Non-Executive Director Kcy Managerial Personnel: Mr. SLuril Nalavadi : Chief Financial Oflicer Mr. Aniruddha Phadnavis : Company Secretary and Compliance Officer Scrutinizer: Mr. Akshay Pachlag : Proprietor, A.S. Pachlag &Co, Company Secretaries, Hubballi Auditors Present: Mr. Bharat Shetty : Pafiner - Walker Chandiok & Co LLP. (Statutory Auditors) Chartered Accolultants, Mumbai Mr. Khushroo B. Panthaky I Partner Walker Chandiok & Co LLP, (Starutory Auditors) Chafi ered Accountants. Mumbai l\,,1r R Parthasarathi : Secretarial Auditor Regd. & Admn. Office : Bengaluru Road Varur HUBBALLI - 581 2O7 Karnataka State Phone : 0836 2237 61 3 F ax : 0a36 2237 61 4 e-mail : varurho@vrllogistics.com Customer Care : HUBBALLI O 0836 - 2307800 e-mail : (ustomer<are@vrllogistics.(om website : www.vrllogisti(s.com CIN : 160210KA1983PLC005247 GSTIN (KAR): 29AABCV3609C1zJ VRL LOGISTICS LTD Since 1976 Corporate Otfi(e Giriraj Annexe Circuit House Road HUBBALLI - 580 029 Karnataka State Phone : 0836 2237511 0436 2256612 email : headoffice@vrllogisti.s.com The meeting commenced at I:00 P.M al1d concluded at 1.50 P.M. Documents & Registers which were kept for inspection b) members: 1. Notice ofthe 43'd Annual General Meeting. 2. Board's reportalongwith Annexures thereto lbr the financial yearended on 3lsrMarch 2026. 3. Audited Financial Statements alongwith Auditors' Report thereon for the financial year ended on 31't March 2026. 4. Statutory RegisteN under the Companies Act, 2013 including the Registers ofDirectors and Key Managerial Personneland their shareholdings, the Register ofContracts / Arangements in which Directors are interested and Register of Members. 5. Secretarial Audit Repofi. 6. Corporate Governance Report and Compliance Certificate thereon. Mr. Aniruddha Phadnavis, Company Secretary & Compliance officer welcomed the members and all the Direclors, Statutory Auditols and Secretarial Auditor to the 43id Annual General Meeting on behalf of the Compan) and requested Dr. Viiay Sankeshwar, Chairman and Managing Director ofthe Company to address the meeting. Dr. Vijay Sankeshwar, Chairman and Managing Director, chaired the proceedings of the meeting. After ascertaining the presence ofthe requisite quorum, ChaimaD called the meeting to order and commenced the proceedings. He inlbrmed the shareholders that the requisite statutory documents were open for inspection. Dr. Vijay Sankeshwar, Chairman and Managing Director gave an overview of the business operations & financial perlbrmance of the Company for the financial year ended 3lsrMarch, 2026 and hisjourney of 50 years as a parl ofhis speech. Members were informed that pursuant to provisions ofthe Companies Act, 2013, rules framed thereunder and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, the Company had enabled the remote e-voting facility to the members ofthe Company in respect of resolutions to be passed at the meeting. 'lhe remote e-votil1g commenced at 9.00 a.m. on l" August 2026 and ended at 5.00 p.m. on 3'd August 2026. The Chairmar informed tllat the facility lbr voting through electronic means (i.e. Insta Poll) was made available at the meeting for MembeN who have not cast their vote through remote e-voti[9, He further informed that the Board of Directors have engaged the services of KFin Technologies Limited ("KFin") as the agency to provide e-voting facility and also appointed Mr. Akshay Pachlag, Practicing Company Secretary as the scrutinizer for the puryose o scrutinizing the Insta-Poll and rernote E-voting Process. Regd. & Admn. Office : Bengaluru Road Varur HUBBALLI - 581 207 Karnataka State Phone :0836 2237613 Fax:0836 2237614 e-mail i varurho@vrllogistics.com Customer Caie : HUBAALLI O Oa35 - 2307800 e-mail : customer.aie@vrllogisti.s..oh Website i www.vrllogistics,com CIN : 160210KA1983PLC005247 GSTIN (KAR)| 29AABCV3609C1ZJ VRL LOGISTICS LTD Since 1976 corporate office : Giriraj Annexe Circuit House Road HUBBALLI - 580 029 Karnataka State Phone 0836 2237511 0a36 2256612 e-mail : headoffice@vrllogistics.com With the consent of the members plesent, the notice convening the 43'd Annual General Meeting, Directors' Report ofthe Company and Auditors Report for the Financial Year ended 31" March 2026 were taken as read. Thereafter, all the agenda items specified in the Notice were taken up and the floor was open for discussions. The following agenda items as per Notice were tansacted at the Meeting: l. To receive. consider and adopt the Audited Fioancial Statements as at 3lsrMarch 2026 together with the repon ofthe Auditors thereon. 2. To appoint a director in the place of Mr. L R Bhat (DlN: 01875068) who retires by rotation and [Showing first 8,000 characters — download PDF for full document]