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Brainbees Solutions Limited AGM Information 2025

Sep 19, 2025

59158_rns_2025-09-19_36088cc0-c78e-4424-821a-a598ab91605d.pdf

AGM Information

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FC/SE/2025-26/48

September 19, 2025

National Stock Exchange of India Limited Exchange Plaza, C – 1, Block G, Bandra-Kurla Complex, Bandra (E), Mumbai-400051 Symbol: FIRSTCRY

BSE Limited

Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai-400001 Scrip Code: 544226

Sub: Intimation under Regulations 30 and 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

In compliance with Regulation 30 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 (“ Listing Regulations ”), we hereby inform that the 15[th] Annual General Meeting (“ AGM ”) of the Company was held today i.e. Friday, September 19, 2025, through Video Conference (“ VC ”) / Other AudioVisual Means (“ OAVM ”) to transact the businesses specified in the Notice of the AGM.

The AGM commenced at 04:00 p.m. (IST) and concluded at 05:32 p.m. (IST) (including the time allowed for e-voting at the AGM).

In this regard, please find enclosed herewith the following:

  • I. Summary of the proceedings of the AGM, pursuant to Regulation 30 read with Para A of Part A of Schedule III of the Listing Regulations- Annexure-I;

  • II. Voting results on the businesses transacted at the AGM, pursuant to Regulation 44(3) of the Listing Regulations- Annexure-II; and

  • III. Scrutinizer’s Report dated September 19, 2025, on remote e-voting before the AGM and e-voting at the AGM, pursuant to Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to timeAnnexure-III.

This intimation shall also be available on the website of the Company at www.firstcry.com.

We request you to take the same on record.

Thanking You,

Yours faithfully,

For Brainbees Solutions Limited

Digitally signed by Neha Virendra Neha Virendra Surana Surana Date: 2025.09.19 21:35:15 +05'30'

Neha Surana Company Secretary & Compliance Officer ICSI Membership No.: A35205

Brainbees Solutions Limited

CIN: L51100PN2010PLC136340

Corporate/Registered Office :- Rajashree Business Park, Plot No. 114, Survey No. 338, Tadiwala Road, Nr. Sohrab Hall, Pune – 411001 Contact: +91-8482989157 Email Id :[email protected] Website : www.firstcry.com

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Annexure- I

Summary of the proceedings of the 15[th] Annual General Meeting

  1. The 15[th] Annual General Meeting (“ AGM”/ “Meeting ”) of the members of the Company was held today at 04:00 P.M. IST and concluded at 05:32 P.M. IST. The Meeting was held through Video Conferencing/Other Audio-Visual Means (“ VC/OAVM ”) in compliance with the applicable provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the circulars issued by the Ministry of Corporate Affairs and Securities and Exchange Board of India in this regard, to transact the businesses specified in the Notice of the AGM.

2. Directors Present:

Following Directors were present at the Meeting through VC/OAVM:

  • 1) Mr. Supam Maheshwari, Managing Director, Chief Executive Officer and Chairperson of Corporate Social Responsibility Committee and Risk Management Committee of the Company;

  • 2) Mr. Gopalakrishnan Jagadeeswaran, Independent Director and Chairperson of Audit Committee of the Company; and

  • 3) Ms. Sujata Bogawat, Independent Director and Chairperson of Stakeholders Relationship Committee of the Company.

3. Chairperson of the Meeting:

With the permission of the Board, Mr. Supam Maheshwari, was elected as the Chairperson of the Meeting to conduct the proceedings of the Meeting.

4. Company’s Management Team:

Following executives were present from Company’s Management Team:

  • a) Mr. Gautam Sharma – Group Chief Financial Officer; and

  • b) Ms. Neha Surana – Company Secretary & Compliance Officer.

5. Other Invitees:

The representatives of the Statutory Auditors and Secretarial Auditors and Scrutinizer were also present at the Meeting.

6. Number of members present at the Meeting:

79 Members attended the Meeting through VC/OAVM.

Brainbees Solutions Limited CIN: L51100PN2010PLC136340

Corporate/Registered Office :- Rajashree Business Park, Plot No. 114, Survey No. 338, Tadiwala Road, Nr. Sohrab Hall, Pune – 411001 Contact: +91-8482989157 Email Id :[email protected] Website : www.firstcry.com

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7. Quorum:

As the requisite quorum was present, the Company Secretary & Compliance Officer and Chairperson called the meeting to order and welcomed the members, Directors and the invitees to the AGM of the Company.

8. Instructions to members:

Ms. Neha Surana, Company Secretary and Compliance Officer, informed the members that this AGM is being held through Video Conferencing mode in compliance with the provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the circulars issued by the Ministry of Corporate Affairs and Securities and Exchange Board of India. Accordingly, physical attendance of shareholders has been dispensed with, and the requirement of appointing proxies is not applicable.

She also informed that in compliance with the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company had provided the facility to its members to exercise their right to vote through remote e-voting as well as e- voting during the meeting and all efforts have been made by the Company to enable members to participate and vote on the items being considered in the meeting.

As per Section 108 of the Companies Act, 2013 and Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company had provided remote e-voting facility to its members from Monday, September 15, 2025, from 9:00 A.M. (IST) till Thursday, September 18, 2025 up to 5:00 P.M. (IST).

Further, the Members attended this meeting and who had not cast their vote during the remote e-voting period were informed about the availability of the facility to vote during the meeting.

She then informed that the results of the remote e-voting and e-voting during the AGM, together with the Report of the Scrutinizer thereon will be disclosed to the Stock Exchanges and will be available on the website of the Company & National Securities Depository Limited not later than 3 days of the conclusion of the AGM.

She further informed that the Register of Directors and Key Managerial Personnel and their shareholding, Register of contracts with related party and contracts and Bodies etc. in which directors are interested and the Certificates received from Secretarial Auditors of the Company certifying that the Company’s employee stock option plans have been implemented to the extent applicable in accordance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, are available for inspection electronically during the AGM.

As the Notice convening the AGM along with the Annual Report for the financial year 2024-25 were circulated to the members of the Company, same was taken as read.

Brainbees Solutions Limited CIN: L51100PN2010PLC136340 Corporate/Registered Office :- Rajashree Business Park, Plot No. 114, Survey No. 338, Tadiwala Road, Nr. Sohrab Hall, Pune – 411001 Contact: +91-8482989157 Email Id :[email protected] Website : www.firstcry.com

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She further informed the members that as the Statutory Auditor’s Report and the Secretarial Audit Report do not contain any qualifications, observations or adverse remarks, these were also taken as read.

9. Chairman’s Speech:

The Chairman welcomed all the members to the meeting. He shared some thoughts on the industry and size of the opportunity that each of the business segments operate in. He further shared his insights on consolidated business and segment wise performance during the financial year ended March 31, 2025.

10. Resolutions:

Following businesses, as set out in the Notice of the AGM, were considered at the AGM:

Item
No.
Resolution
Type
Resolutions Manner of
Voting
1 Ordinary To receive, consider and adopt the Audited
Standalone
Financial
Statements
of
the
Company for the financial year ended March 31,
2025 and the reports of the Board of Directors
and Auditors thereon.
E-Voting
2 Ordinary To receive, consider and adopt the Audited
Consolidated Financial Statements of the
Company for the financial year ended March 31,
2025 and the report of the Auditors thereon.
E-Voting
3 Ordinary To re-appoint Mr. Sanket Hattimattur (DIN:
09593712), as a director, who retires by
rotation and being eligible, offers himself for re-
appointment.
E-Voting
4 Ordinary Approval for change in designation of Mr.
Sanket Hattimattur (DIN: 09593712) from
Executive Director to Non-Executive Director of
the Company.
E-Voting
5 Ordinary Appointment of M/s. Samdani Shah and Kabra,
Practicing Company Secretaries, as Secretarial
Auditors of the Company.
E-Voting
6 Special Approval for the payment of remuneration to
Mr. Supam Maheshwari, Managing Director and
Chief Executive Officer of the Company, for the
period from April 01,2026 to March 31,2029.
E-Voting

Brainbees Solutions Limited

CIN: L51100PN2010PLC136340

Corporate/Registered Office :- Rajashree Business Park, Plot No. 114, Survey No. 338, Tadiwala Road, Nr. Sohrab Hall, Pune – 411001 Contact: +91-8482989157 Email Id :[email protected] Website : www.firstcry.com

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11. Q&A Session:

The Company Secretary and Compliance Officer requested the members to put forth their questions or suggestions or observations and seek clarification, if any.

All the questions or suggestions or observations received from the members were appropriately addressed by the management team of the Company led by the Managing Director & Chief Executive Officer and Group Chief Financial officer.

12. Conclusion:

The Company Secretary and Compliance Officer thanked all the shareholders, directors and invitees for attending the AGM and further informed the members that the e-voting will be available for the next 15 minutes and concluded the meeting.

Brainbees Solutions Limited CIN: L51100PN2010PLC136340

Corporate/Registered Office :- Rajashree Business Park, Plot No. 114, Survey No. 338, Tadiwala Road, Nr. Sohrab Hall, Pune – 411001 Contact: +91-8482989157 Email Id :[email protected] Website : www.firstcry.com

Annexure II

General information about company

General information about company General information about company
Scrip code 544226
NSE Symbol FIRSTCRY
MSEI Symbol NOTLISTED
ISIN INE02RE01045
Name of the company Brainbees Solutions Limited
Type of meeting AGM
Date of the meeting / last day of receipt of postal ballot forms (in case of Postal Ballot) 19-09-2025
Start time of the meeting 04:00 PM
End time of the meeting 05:32 PM
Scrutinizer Details
Name of the Scrutinizer S. Samdani
Firms Name Samdani Shah and Kabra
Qualification CS
Membership Number F3677
Date of Board Meeting in which appointed 13-08-2025
Date of Issuance of Report to the company 19-09-2025
Voting results
Record date 12-09-2025
Total number of shareholders on record date 140246
No. of shareholders present in the meeting either in person or through proxy
a) Promoters and Promoter group 0
b) Public 0
No. of shareholders attended the meeting through video conferencing
a) Promoters and Promoter group 0
b) Public 79
No. of resolution passed in the meeting 6
Disclosure of notes on voting results
Resolution(1) Resolution(1) Resolution(1) Resolution(1) Resolution(1)
Resolution required: (Ordinary / Special) Ordinary
Whether promoter/promoter group are interested in the
agenda/resolution?
No
Description of resolution considered To receive, consider and adopt the Audited Standalone Financial Statements of
the Company for the financial year ended March 31, 2025 and the reports of the
Board of Directors and Auditors thereon.
Category Mode of
voting
No. of
shares held
No. of
votes polled
% of Votes
polled on
outstanding
shares
No. of votes
– in favour
No. of
votes –
against
% of votes in
favour on votes
polled
% of Votes
against on votes
polled
(1) (2) (3)=[(2)/(1)]*100 (4) (5) (6)=
[(4)/(2)]*100
(7)=
[(5)/(2)]*100
Pt d E-Voting 0 0 0 0 0 0 0
Poll 0 0 0 0 0 0
romoer an
Promoter
Group
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 0 0 0 0 0 0 0
E-Voting 136355654 122363151 89.7382 122363151 0 100 0
Poll 0 0 0 0 0 0
Public-
Institutions
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 136355654 122363151 89.7382 122363151 0 100 0
E-Voting 385554252 122632203 31.8067 122630579 1624 99.9987 0.0013
Poll 0 0 0 0 0 0
Public- Non
Institutions
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 385554252 122632203 31.8067 122630579 1624 99.9987 0.0013
Total 521909906 244995354 46.9421 244993730 1624 99.9993 0.0007
Whether resolution is Pass or Not. Yes
Disclosure of notes on resolution
Details of Invalid Votes
Category No. of Votes
Promoter and Promoter Group
Public Insitutions
Public - Non Insitutions 19000594
Resolution(2) Resolution(2) Resolution(2) Resolution(2) Resolution(2)
Resolution required: (Ordinary / Special) Ordinary
Whether promoter/promoter group are interested in the
agenda/resolution?
No
Description of resolution considered To receive, consider and adopt the Audited Consolidated Financial Statements
of the Company for the financial year ended March 31, 2025 and the report of
the Auditors thereon.
Category Mode of
voting
No. of
shares held
No. of votes
polled
% of Votes
polled on
outstanding
shares
No. of votes
– in favour
No. of
votes –
against
% of votes in
favour on votes
polled
% of Votes
against on votes
polled
(1) (2) (3)=
[(2)/(1)]*100
(4) (5) (6)=
[(4)/(2)]*100
(7)=
[(5)/(2)]*100
Pt d E-Voting 0 0 0 0 0 0 0
Poll 0 0 0 0 0 0
romoer an
Promoter
Group
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 0 0 0 0 0 0 0
E-Voting 136355654 122363151 89.7382 122363151 0 100 0
Poll 0 0 0 0 0 0
Public-
Institutions
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 136355654 122363151 89.7382 122363151 0 100 0
E-Voting 385554252 122632203 31.8067 122630649 1554 99.9987 0.0013
Poll 0 0 0 0 0 0
Public- Non
Institutions
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 385554252 122632203 31.8067 122630649 1554 99.9987 0.0013
Total 521909906 244995354 46.9421 244993800 1554 99.9994 0.0006
Whether resolution is Pass or Not. Yes
Disclosure of notes on resolution
Details of Invalid Votes
Category No. of Votes
Promoter and Promoter Group
Public Insitutions
Public - Non Insitutions 19000594
Resolution(3) Resolution(3) Resolution(3) Resolution(3) Resolution(3)
Resolution required: (Ordinary / Special) Ordinary
Whether promoter/promoter group are interested in the
agenda/resolution?
No
Description of resolution considered To re-appoint Mr. Sanket Hattimattur (DIN: 09593712), as a director, who
retires by rotation and being eligible, offers himself for re-appointment
Category Mode of
voting
No. of
shares held
No. of votes
polled
% of Votes
polled on
outstanding
shares
No. of votes
– in favour
No. of
votes –
against
% of votes in
favour on votes
polled
% of Votes
against on votes
polled
(1) (2) (3)=
[(2)/(1)]*100
(4) (5) (6)=
[(4)/(2)]*100
(7)=
[(5)/(2)]*100
Pt d E-Voting 0 0 0 0 0 0 0
Poll 0 0 0 0 0 0
romoer an
Promoter
Group
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 0 0 0 0 0 0 0
E-Voting 136355654 122363151 89.7382 121926391 436760 99.6431 0.3569
Poll 0 0 0 0 0 0
Public-
Institutions
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 136355654 122363151 89.7382 121926391 436760 99.6431 0.3569
E-Voting 385554252 122632203 31.8067 122622309 9894 99.9919 0.0081
Poll 0 0 0 0 0 0
Public- Non
Institutions
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 385554252 122632203 31.8067 122622309 9894 99.9919 0.0081
Total 521909906 244995354 46.9421 244548700 446654 99.8177 0.1823
Whether resolution is Pass or Not. Yes
Disclosure of notes on resolution
Details of Invalid Votes
Category No. of Votes
Promoter and Promoter Group
Public Insitutions
Public - Non Insitutions 19000594
Resolution(4) Resolution(4) Resolution(4) Resolution(4) Resolution(4)
Resolution required: (Ordinary / Special) Ordinary
Whether promoter/promoter group are interested in the
agenda/resolution?
No
Description of resolution considered Approval for change in designation of Mr. Sanket Hattimattur (DIN: 09593712)
from Executive Director to Non-Executive Director of the Company.
Category Mode of
voting
No. of
shares held
No. of votes
polled
% of Votes
polled on
outstanding
shares
No. of votes
– in favour
No. of
votes –
against
% of votes in
favour on votes
polled
% of Votes
against on votes
polled
(1) (2) (3)=
[(2)/(1)]*100
(4) (5) (6)=
[(4)/(2)]*100
(7)=
[(5)/(2)]*100
Pt d E-Voting 0 0 0 0 0 0 0
Poll 0 0 0 0 0 0
romoer an
Promoter
Group
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 0 0 0 0 0 0 0
E-Voting 136355654 122363151 89.7382 122363151 0 100 0
Poll 0 0 0 0 0 0
Public-
Institutions
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 136355654 122363151 89.7382 122363151 0 100 0
E-Voting 385554252 122632071 31.8067 122572182 59889 99.9512 0.0488
Poll 0 0 0 0 0 0
Public- Non
Institutions
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 385554252 122632071 31.8067 122572182 59889 99.9512 0.0488
Total 521909906 244995222 46.9421 244935333 59889 99.9756 0.0244
Whether resolution is Pass or Not. Yes
Disclosure of notes on resolution
Details of Invalid Votes
Category No. of Votes
Promoter and Promoter Group
Public Insitutions
Public - Non Insitutions 19000594
Resolution(5) Resolution(5) Resolution(5) Resolution(5) Resolution(5)
Resolution required: (Ordinary / Special) Ordinary
Whether promoter/promoter group are interested in the
agenda/resolution?
No
Description of resolution considered Appointment of M/s. Samdani Shah and Kabra, Practicing Company
Secretaries, as Secretarial Auditors of the Company
Category Mode of
voting
No. of
shares held
No. of votes
polled
% of Votes
polled on
outstanding
shares
No. of votes
– in favour
No. of
votes –
against
% of votes in
favour on votes
polled
% of Votes
against on votes
polled
(1) (2) (3)=
[(2)/(1)]*100
(4) (5) (6)=
[(4)/(2)]*100
(7)=
[(5)/(2)]*100
Pt d E-Voting 0 0 0 0 0 0 0
Poll 0 0 0 0 0 0
romoer an
Promoter
Group
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 0 0 0 0 0 0 0
E-Voting 136355654 122363151 89.7382 118532858 3830293 96.8697 3.1303
Poll 0 0 0 0 0 0
Public-
Institutions
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 136355654 122363151 89.7382 118532858 3830293 96.8697 3.1303
E-Voting 385554252 122632203 31.8067 122630337 1866 99.9985 0.0015
Poll 0 0 0 0 0 0
Public- Non
Institutions
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 385554252 122632203 31.8067 122630337 1866 99.9985 0.0015
Total 521909906 244995354 46.9421 241163195 3832159 98.4358 1.5642
Whether resolution is Pass or Not. Yes
Disclosure of notes on resolution
Details of Invalid Votes
Category No. of Votes
Promoter and Promoter Group
Public Insitutions
Public - Non Insitutions 19000594
Resolution(6) Resolution(6) Resolution(6) Resolution(6) Resolution(6)
Resolution required: (Ordinary / Special) Special
Whether promoter/promoter group are interested in the
agenda/resolution?
No
Description of resolution considered Approval for the payment of remuneration to Mr. Supam Maheshwari, Managing
Director and Chief Executive Officer of the Company, for the period from April
01, 2026 to March 31, 2029.
Category Mode of
voting
No. of
shares held
No. of
votes polled
% of Votes
polled on
outstanding
shares
No. of votes
– in favour
No. of
votes –
against
% of votes in
favour on votes
polled
% of Votes
against on votes
polled
(1) (2) (3)=
[(2)/(1)]*100
(4) (5) (6)=
[(4)/(2)]*100
(7)=
[(5)/(2)]*100
Promoter E-Voting 0 0 0 0 0 0 0
Poll 0 0 0 0 0 0
and
Promoter
Group
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 0 0 0 0 0 0 0
E-Voting 136355654 112776477 82.7076 108756265 4020212 96.4352 3.5648
Poll 0 0 0 0 0 0
Public-
Institutions
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 136355654 112776477 82.7076 108756265 4020212 96.4352 3.5648
E-Voting 385554252 95563187 24.7859 95502664 60523 99.9367 0.0633
Poll 0 0 0 0 0 0
Public- Non
Institutions
Postal Ballot
(if
applicable)
0 0 0 0 0 0
Total 385554252 95563187 24.7859 95502664 60523 99.9367 0.0633
Total 521909906 208339664 39.9187 204258929 4080735 98.0413 1.9587
Whether resolution is Pass or Not. Yes
Disclosure of notes o n resolution
Details of Invalid Votes
Category No. of Votes
Promoter and Promoter Group
Public Insitutions
Public - Non Insitutions 19000594

Annexure III

Samdani Shah and Kabra Company Secretaries

Scrutinizer's Report

[Pursuant to Sections 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, and as per MCA General Circular (GC) No. 14/2020 dated 08.04.2020, GC No. 17/2020 dated 13.04.2020, GC NO. 20/2020 dated 05.05.2020, resting with GC No. 09/2024 dated 19.09.2024. ([1] 'MCA Circulars")J

The Chairman,

15[th ] Annual General Meeting of the Members of

Brainbees Solutions Limited

held on Friday, September 19, 2025, at 04:00 P.M. 1ST, through Video Conferencing / Other Audio-Visual Means ("VC / OAVM").

Dear Sir,

1, S. Samdani, Partner, Samdani Shah and Kabra, Company Secretaries, have been appointed as a Scrutinizer by the Board of Directors of Brainbees Solutions Limited {"Company"), for scrutinizing the e-votihg process conducted for transacting the business as mentioned in the Notice dated August 13, 2025, convening 15[th ] Annual General Meeting ("AGM") of the Members of the Company, which was held on Friday, September 19, 2025, at 04:00 P.M. 1ST, through VC / OAVM.

The Management of the Company is responsible to ensure the compliance with the requirements of the relevant provisions of (i) The Companies Act, 2013 and Rules made thereunder, read with MCA circulars; (ii) The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with circulars issued thereunder and (iii) Secretarial Standard - 2 on General Meetings, issued by the lnstitute of Company Secretaries of India, if any, relating to remete e-voting prior to the date of AGM and during the AGM.

My responsibility as a Scrutinizer is restricted to give a Report on the votes cast by the Members of the Company.

1 submit my report as under:

  1. The Company had availed the e-voting facility offered by the National Securities Depository Limited {"NSDL") for providing remote e-voting facility to the Members of the Company prior to AGM, as well as du ring the AGM.

  2. Prior to the date of AGM, the remote e-voting facility remained open for four days from Monday, September 15, 2025, at 9:00 A.M. 1ST to Thursday, September 18, 2025, at 5:00 P.M. 1ST, both days inclusive and was disabled for voting thereafter.

  3. Further, the Company had also provided remote e-voting facility to the members who attended the AGM through VC / OAVM and had not voted on resolutions through remote e-voting prior to the date of AGM, to cast their votes during the AGM.

SRBSL19092025

702, Ocean, Sarabhai Compound, Near Centre Square Mali, Dr. Vikram Sarabhai Road, Vadodara-390023. Ph: +91 265 2988933-2311933, 9723462962.E-mail:[email protected]

Page 1 of 4

Samdani Shah and Kabra Company Secretaries

  1. After the completion of the e-voting process at the AGM, the votes cast through remote e-voting prior to the date of AGM, as well as during the AGM, were unblocked and downloaded from the e-voting website of NSDL (www.evoting.nsdl.com) on September 19, 2025, at around 5:35 P.M. 1ST, in the presence of two witnesses - Janki Patel and Astha Bhavsar, who are not in employment of the Company.

  2. S. 1 have scrutinized and reviewed the votes cast by the members through remote e- voting prior to the date of AGM, as well as during the AGM, based on the data downloaded from the NSDL website.

The results of the remote e-voting prior to the date of AGM and du ring the AGM is as under:

Resolution / Business No. lA:

Adoption of the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2025 and the reports of the Board of Directors and Auditors thereon: (Ordinary Resolution)

Voting No. of Members No. of votes cast %of tatai number of
Description valid votes cast
Voted inFavour 426 24,49,93,730 100.00
VotedAgainst 22 1,624 0.00
Total 448 24,49,95,354 100.00
lnvalidVotes 1 1,90,00,594 -

Resolution / Business No. 1B:

Adoption of the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2025 and the report of the Auditors thereon: (Ordinary Resolution)

Voting No. of Members No. of votes cast %of tatai number of
Description valid votes cast
Voted inFavour 427 24,49,93,800 100.00
VotedAgainst 21 1,554 0.00
Total 448 24,49,95,354 100.00
lnvalidVotes 1 1,90,00,594 -

702, Ocean, Sarabhai Compound, Near Centre Square Mali, Dr. Vikram Sarabhai Road, Vadodara-390023. Ph: +91 265 2988933-2311933, 9723462962. E-mail: [email protected]

SRBSL19092025

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Samdani Shah and Kabra Company Secretaries

Resolution / Business No. 2:

Re-appointment of Mr. Sanket Hattimattur (DIN: 09593712), as a director, who retires by rotation and being eligible, offers himself for re-appointment: (Ordinary Resolution)

Voting No. of Members No. of votes cast %of tatai number of
Description valid votes cast
Voted in Favour 405 24,45,48, 700 99.82
Voted Against 43 4,46,654 0.18
Total 448 24,49,95,354 100.00
lnvalidVotes 1 1,90,00,594 -

Resolution / Business No. 3:

Approval for change in designation of Mr. Sanket Hattimattur (DIN: 09593712) from Executive Director to Non-Executive Director of the Company: (Ordinary Resolution)

Voting No. of Members No. of votes cast %of tatai number of
Description valid votes cast
Voted inFavour 413 24,49,35,333 99.98
VotedAgainst 34 59,889 0.02
Total 447 24,49,95,222 100.00
lnvalidVotes 1 1,90,00,594 -

Resolution / Business No. 4:

Appointment of M/s. Samdani Shah and Kabra, Practicing Company Secretaries, as Secretarial Auditors of the Company: (Ordinary Resolution)

Voting No. of Members No. of votes cast % of tatai number of
Description valid votes cast
Voted inFavour 393 24,11,63,195 98.44
VotedAgainst SS 38,32,159 1.56
Total 448 24,49,95,354 100.00
lnvalidVotes 1 1,90,00,594 -

SRBSL19092025

702, Ocean, Sarabhai Compound, Near Centre Square Mali, Dr. Vikram Sarabhai Road, Vadodara-390023. Ph: +91265 2988933-2311933, 9723462962.E-mail:[email protected]

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Samdani Shah and Kabra Company Secretaries

Resolution / Business No. S:

Approval for the payment of remuneration to Mr. Supam Maheshwari, Managing Director and Chief Executive Officer of the Company, tor the period from April 01, 2026 to March 31, 2029: (Special Resolution)

Voting No. of Members No. of votes cast %of total number of
Description valid votes cast
Voted inFavour 353 20,42,58,929 98.04
VotedAgainst 74 40,80,735 1.96
Total 427 20,83,39,664 100.00
lnvalidVotes 1 1,90,00,594 -

Notes:

  1. AII the figures shown in percentage have been rounded off to 2 (two) decimal points.

  2. Register(s) and all other records relating to remote e-voting as conducted tor AGM are under my safe custody and will be handed over to the Chairman / Company Secretary / Person duly authorized by the Board tor preserving records safely after the Chairman signs the minutes.

  3. AII the resolutions are passed with requisite majority.

Thanking you, Yours Faithfully,

Samdani Shah and Kabra Company Secretaries CP No. 2863

Counter Signed By Company Secretary Brainbees Solutions Limited

ICSI Peer Review No.1079/2021 ICSI Unique Code: P2008GJ016300 ICSI UDIN: F003677G001292272

Place: Vadodara I Date: September 19, 2025

SRBSL19092025

702, Ocean, Sarabhai Compound, Near Centre Square Mali, Dr. Vikram Sarabhai Road, Vadodara-390023. Ph: +91 265 2988933-2311933, 9723462962.E-mail:[email protected]

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