Kovai Medical Center & Hospital Ltd

Meeting Details

Key Agenda Items

Other Notes

Special Resolution: Re-designation to Joint MD

• Special Resolution to re-designate Dr Arun N Palaniswami as Joint Managing Director.
• Remuneration payable to him effective from 7 August 2026 for remaining tenure.
• Voting outcome: 96.03% in favour; 3.97% against; 2 invalid ballots.
• Declared passed on 19 September 2026, with requisite majority.
• Total valid e-votes: 67,88,104; in favour: 65,18,483; against: 2,69,621.
• Invalid ballots: 368.
• Special Resolution passed by requisite majority; governance change.

Kovai Medical Center & Hospital Ltd — Closure of Trading Window

AGM details

• AGM held on 26 August 2026; physical meeting with remote e-voting and on-site poll.
• Remote e-voting period from 23 to 25 August 2026; poll at AGM.

Record date

• Record date for voting is 19 August 2026.

Key resolutions

• Resolution 1 (ordinary): Adoption of audited annual financial statements for year ended 31 March 2026.
• Resolution 2 (ordinary): Declaration of dividend for 2025-26.
• Resolution 3 (special): Re-appointment of Dr. M. C. Thirumoorthi as director liable to retire by rotation.
• Resolution 4 (ordinary): Ratification of remuneration payable to the Cost Auditor for 2026-27.

Voting results

• Resolution 1 passed; 99.999% in favour, 0.001% against.
• Resolution 2 passed; 99.999% in favour, 0.001% against.
• Resolution 3 passed; 99.940% in favour, 0.060% against.
• Resolution 4 passed; 99.999% in favour, 0.001% against.

Dividend

• Dividend for 2025-26 approved; per-share amount not disclosed.

Director changes

• Re-appointment of Dr. M. C. Thirumoorthi as director liable to retire by rotation.

Auditors

• Cost Auditor remuneration ratified for 2026-27.

Material related party transactions

• No material related-party transactions disclosed.

Other material approvals

• No other material approvals disclosed.

Special Resolution: Re-designation and remuneration

• Special resolution to redesignate Dr. Arun N Palaniswami as Joint Managing Director with revised remuneration.
• Resignation/appointment terms: remaining tenure from 7 August 2026.
• Remuneration package: salary Rs 11 Lakh monthly; 2% commission; perquisites; other benefits.
• Overall remuneration ceiling governed by Companies Act; subject to board and Nomination/Remuneration Committee approvals.
• Promoter status and independence: Dr Arun Palaniswami is promoter; not independent.
• Record date: 14 August 2026.
• E-voting window: 21 Aug to 19 Sep 2026; EVEN 140950.
• Outcome: Pending; result to be announced within two working days after voting.

Transaction details

• Nature and type: Transmission of equity shares via inheritance.
• Acquirer: promoter group; Transferor: promoter group member.
• Pre-transaction acquirer holding: 10,000 shares, 0.09%.
• Post-transaction acquirer holding: 12,69,725 shares, 11.60%.
• Pre-transaction transferor holding: 12,59,725 shares, 11.51%.
• Post-transaction transferor holding: 0 shares, 0.00%.
• Mode of acquisition: Inheritance.
• Salient feature: equity shares transmitted through inheritance.
• Public shareholding: unaffected by this transfer.
• Total voting capital: unchanged at 1,09,42,262 shares.
• Change in promoter group: acquirer gains 11.60% stake; transferor exits.