Scrutiniser''s Report

August 17, 2026 National Stock Exchange of India Limited BSE Limited 5th Floor, Plot no. C/1, Block G, Phiroze Jeejeebhoy Towers Bandra Kurla Complex, Dalal Street Bandra (East), Mumbai - 400 051 Mumbai - 400 001 Symbol: ASHOKLEY Scrip Code: 500477 Dear Sir / Madam, Sub: Voting results of the 77th Annual General Meeting of the Company held on August 14, 2026 Pursuant to Regulation 44(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we submit herewith the details regarding the voting results of the businesses transacted at the 77th Annual General Meeting (AGM) of the Members of the Company held on Friday, August 14, 2026 at 02.30 p.m., through Video Conferencing / Other Audio-Visual Means. We also enclose the consolidated report of the scrutinizer on remote e-voting and e-voting at the AGM. A copy of the above is being uploaded in the website of the Company and National Securities Depository Limited (NSDL). Kindly take the above on record. Thanking you, Yours faithfully, for Ashok Leyland Limited N Ramanathan Company Secretary Encl.: a/a B CHANDRA & ASSOCIATES PRACTISING COMPANY SECRETARIES Regn. No : P2017TNO65700 FORM NO. MGT - 13 Report of the Scrutinizer(s) [Pursuant to rule section 108 of the Companies Act, 2013and rule 20 & 21(2) of the Companies (Management and Administration) Rules, 2014 as amended upto date] Dated 17" August 2026 The Chairman, of the 77" Annual General Meeting of Ashok Leyland Limited, held on Friday, August 14, 2026 at 2.30 P.M. [Indian Standard Time (IST)] through Video Conferencing /Other Audio- Visual means. Subject: Voting at Annual General Meeting - Ordinary Resolution(s) under different provisions of the Companies Act, 2013 read with Rules made there under— Voting through electronic means in terms of Section 108 of the Companies Act, 2013 read with Rule20 read with Rule 21 of the Companies (Management & Administration) Rules, 2014 as amended till date. Dear Sir, I, B Chandra, Partner of B. Chandra & Associates, Practicing Company Secretaries, having our office at AG3, Ragamalika, No.26 Kumaran Colony Main Road, Vadapalani, Chennai 600 026, appointed as Scrutinizer as per the letter dated May 28, 2026 for the purpose of remote e-voting and e-voting cast during the 77" Annual General Meeting of ASHOK LEYLAND LIMITED held through Video Conferencing (VC)/other audio visual means (OAVM) of Equity Shareholders on Friday, August 14, 2026 at 2.30 P.M.in line with the Circular Nos 14/2020 dated April 8 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 5, 2020, 02/2021 dated January 13,2021, 03/2022 dated May 5, 2022, 11/2022 dated December 28, 2022, 09/2023 dated September 25, 2023, 09/2024 dated September 19, 2024 and 03/2025 dated September 22, 2025 on the below mentioned resolutions, hereby submit our report as under: o oot AG 3, RAGAMALIKA, E-mail : bchandraandassociates@gmail.com No.26, Kumaran Colony Main Road, bchandracosecy@gmail.com Vadapalani, H/P :9840276313, 9840375053 Chennai - 600026. Phone : 044-23620157 a. | Pursuant to Sections 101, 108 of the Companies Act 2013 and Rule 20 of the Companies (Management & Administration) Rules, 2014, as amended upto date, the notice convening the meeting have been dispatched to those members of the Company, who have their e mail ids registered with the Company/ RTA, through electronic means on July 20, 2026. Subsequently, the notice was also placed on the website of the Company. Out of the emails sent, 105512 emails bounced. The required paper advertisement with respect to other shareholders, inter alia, seeking the updation of mail ids to a dedicated email id, was given in English in Business Standard and in Dinamani Tamil vernacular newspaper on July 3, 2026. The members of the Company were given an option to vote electronically on e- voting platform, provided by the National Securities Depository Limited (NSDL). b. | The Public Advertisement with respect to dispatch of notices and conducting of voting through electronic means was published in “BUSINESS STANDARD in English language and DINAMANI in Tamil language on July 21, 2026. c. | The remote e-voting period commenced on Tuesday, August 11, 2026 at 9.00 a.m. IST and ended on Thursday, August 13, 2026 at 5.00 p.m. IST. d. | Accordingly, the electronic votes cast were taken into account and at the end of the voting period i.e., on Thursday, August 13, 2026 at 5:00 PM, the NSDL portal was blocked for voting. e. | The List of shareholders who cast their votes through remote e voting were unblocked in the presence of two witnesses on August 14, 2026. f. | The votes cast by corporate members who had participated in the remote e-voting and provided the scanned copy of the resolution passed at the Board of Directors / Power of Attorney for authorization to exercise their votes through e voting, have been taken into account. At the Annual general meeting held at the scheduled time through VC/OAVM, the Chairman informed the members that a 30 minute voting period after the close of the meeting would be provided to those members who have not voted earlier through remote e-voting to cast their votes by participating through VC/OAVM e-voting pursuant to circulars mentioned aforesaid and the provisions of law as well as the Companies (Management & Administration) Rules, 2014 as amended till date by the Ministry of Corporate Affairs. 13 Shareholders had cast their votes electronically at the meeting through VC/OAVM procedure available which was taken into account. The resolutions for which this Annual General Meeting of the shareholders was held were as follows: S.No Resolutions Nature of Resolution To receive, consider and adopt: a) the Audited Standalone Financial Ordinary Statements of the Company for the financial year ended March 31, 2026, together with the Reports of the Board of Directors and the Auditors thereon; and b) Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2026 together with the Report of Auditors thereon. Confirmation of the 1* Interim dividend of Re.1 per equity share and Ordinary 2™ interim dividend of Rs.2.50 per equity share and consider the same as final dividend for the financial year ended March 31, 2026 To appoint a director in place of Mr. Shom Ashok Hinduja (DIN: Ordinary 07128441) who retires by rotation and being eligible, offers himself for re-appointment To ratify payment of remuneration to Messers. Geeyes & Co., Cost & Ordinary Management Accountants, (Firm Registration No. 000044), for the financial year ended March 31, 2026 To pay commission to Non-Executive Directors for a period of five Ordinary years, commencing from the financial year 2026-27. To reappoint Mr. Dheeraj G Hinduja (DIN: 00133410) as the Ordinary Executive Chairman (Whole-time) of the Company, liable to retire by rotation, for a period of three years commencing from November 26, 2026 to November 25, 2029 To appoint Mr. K M Balaji, (DIN: 08064743) as Whole time director Ordinary of the Company, liable to retire by rotation. On the conclusion of the Annual General Meeting and after the 30 minutes’ time provided for e-voting by members through VC/OAVM, the votes cast through remote e-voting was unblocked and were available for viewing by the undersigned. The results of the remote e-voting and e-voting at AGM through VC/OAVM are summarised as follows in terms of the Count and Number of votes cast for and against out of the total validvotes is given below. /gcky/«fh‘\ Count of Count Resolution | Votes Himber O.f s Numberof Total Valid | Assent | Dissent Votes Castin | Votes | Votes Cast No Cast s Votes % % & Favour Cast Against Eavois Against 1 2,540 |4.80,90,32,329 40 55,148 480,90,87,477 | 99.999 | 0.001 2 2,535 |4.,80,98,58,055 50 64.502 480,99.22,557 | 99.999 | 0.001 3 2,460 |4.76,92,42,974 | 126 | 4,06,73,732 | 480,99,16,706 | 99.154 | 0.846 4 2,502 |4,80,98,53.718 T2 63,942 480,99,17,660 | 99.999 | 0.001 S 2,467 |4,80,56,77,723 | 108 42,44,641 | 48 [Showing first 8,000 characters — download PDF for full document]