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HT Media Ltd — AGM Information 2025
Sep 26, 2025
61512_rns_2025-09-26_74ea0e40-b99d-40d8-839a-86cc7de0ea12.pdf
AGM Information
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26[th] September, 2025
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BSE Limited th Phiroze Jeejeebhoy Towers, Exchange Plaza, 5 Floor, Dalal Street Plot No. C-1, Block G, Mumbai - 400001 Bandra-Kurla Complex, Bandra (E)
National Stock Exchange of India Limited
Mumbai- 400051
Scrip Code: 532662 Trading Symbol: HTMEDIA
Sub: Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) ' ' - Regulations, 2015 ( SEBI Listing Regulations ) Summary of Proceedings of 23[rd] Annual General Meeting of the Company
Dear Sir/Madam,
This is to inform that the 23[rd ] Annual General Meeting (‘AGM’) of the Members of the Company was th held today i.e. Friday, 26 September, 2025 at 11:00 A.M. (IST) through Video Conferencing (‘VC’)/ Other Audio-Visual Means (‘OAVM’) in accordance with the applicable provisions of the Companies Act, 2013, Circular(s) issued by the Ministry of Corporate Affairs and the SEBI Listing Regulations, to transact the businesses as set forth in the Notice dated 05[th] August, 2025 convening the AGM.
In the above connection, please find enclosed herewith the summary of proceedings of the said AGM in due compliance of Regulation 30 of the SEBI Listing Regulations.
This is for your information and record.
Thanking you, Yours faithfully,
For HT Media Limited
MANHAR Digitally signed by MANHAR KAPOOR KAPOOR Date: 2025.09.26 12:04:52 +05'30' (Manhar Kapoor) Group General Counsel & Company Secretary
Encl.: As above
Corp. office : 5[th] Floor, Lotus Tower, A Block,
Community Centre, New Friends Colony, New Delhi- 110025 Ph.: 011-66561234
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HT MEDIA LIMITED
Summary of the proceedings of the 23[rd] Annual General Meeting
The 23[rd] Annual General Meeting (‘AGM’ or ‘Meeting’) of the Members of the Company was held today i.e. Friday, September 26, 2025 through Video Conferencing (‘VC’)/ Other AudioVisual Means (‘OAVM’), in accordance with the provisions of Companies Act, 2013 (‘Act’), Circular(s) issued by Ministry of Corporate Affairs (‘MCA’) and SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 (‘SEBI Listing Regulations’), from time to time, in this regard.
The AGM commenced at 11:00 AM (IST) and concluded at 11:30 A.M. (IST) (including time allowed for e-voting after the conclusion of the Meeting) . 161 Members attended the AGM through VC.
Directors present:
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Smt. Shobhana Bhartia, Chairperson and Editorial Director
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Shri Vivek Mehra, Independent Director and Chairman of Audit Committee
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Smt. Rashmi Verma, Independent Director and Chairperson of Stakeholders’ Relationship Committee and Nomination and Remuneration Committee
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Shri Ashwani Windlass, Independent Director
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Shri P.S. Jayakumar, Independent Director
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Shri Shamit Bhartia, Non-Executive Director
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Shri Manhar Kapoor, Whole Time Director , Group General Counsel & Company Secretary
In attendance:
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Shri Sameer Singh, Group Chief Executive Officer
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Shri Piyush Gupta, Group Chief Financial Officer
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Shri Rahul K.Shah, Representative of S.R. Batliboi & Co. LLP, Chartered Accountants (Statutory Auditors)
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Shri N.C.Khanna, Representative of N C Khanna, Company Secretaries (Secretarial Auditors)
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Shri Sanket Jain, Practicing Company Secretary ( Scrutinizer)
Corp. office : 5[th] Floor, Lotus Tower, A Block, Community Centre, New Friends Colony, New Delhi- 110025 Ph.: 011-66561234
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Gist of proceedings:
Shri Manhar Kapoor, Group General Counsel & Company Secretary welcomed the Members to the Meeting. He apprised the Members that in accordance with the provisions of the Act & Rules made thereunder and SEBI Listing Regulations, the Company has extended to its Members the facility to exercise their right to vote for transacting the business as set forth in the Notice of the AGM, through remote e-voting facility and e-voting at the AGM, i.e. venue voting. st He stated that remote e-voting facility commenced at 9.00 a.m. on 21 September, 2025 and th concluded at 5.00 p.m. on 25 September, 2025. Members who could not cast their vote through remote e-voting could vote at the AGM. Further, the Members were informed that Mr. Sanket Jain, Practicing Company Secretary had been appointed as the Scrutinizer to scrutinize the voting process. He also mentioned that the “Register of Directors & Key Managerial and their shareholding” and the “Register of Contracts and Arrangements in which Directors are interested” and the “Certificate issued by Secretarial Auditor in terms of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021” and other relevant documents, were available for inspection by Members electronically.
Smt. Shobhana Bhartia (Chairperson & Editorial Director), Chaired the Meeting. The Chairperson welcomed the Members who have joined the AGM through VC.
The requisite quorum being present, Chairperson called the Meeting to order.
The Directors and Key Managerial Personnel of the Company were present at the Meeting through VC from their respective locations.
The Chairperson then introduced the Directors and Key Managerial Personnel attending the AGM and addressed the members.
The Chairperson stated that necessary steps were taken as required by law to enable the Members to participate and vote on all the items of agenda set forth in the notice convening the AGM. Shri Manhar Kapoor informed that since the Annual Report containing the Board’s Report, financial statements and other reports, along with notice of this Meeting were already circulated to the Members at their registered email address, the same were taken as read. Also, there was no qualification or observation or any adverse remark or disclaimer in the Auditor’s Report and Secretarial Auditor’s Report, thus, the same were not required to be read at the Meeting.
Corp. office : 5[th] Floor, Lotus Tower, A Block, Community Centre, New Friends Colony, New Delhi- 110025 Ph.: 011-66561234
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Items of business:
In terms of the Notice dated 05[th] August, 2025 convening the 23[rd] AGM of the Company, the following businesses were transacted at the Meeting through remote e-voting and venue voting:
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----- Start of picture text ----- Item. No. Resolution Nature of Resolution1. Consideration and adoption of: Ordinarya) the audited standalone financial statements ofthe Company for the financial year ended onMarch 31, 2025 and the Report of the Board ofDirectors and Auditors thereon; andb) the audited consolidated financial statements ofthe Company for the financial year ended onMarch 31, 2025 and the Report of the Auditorsthereon.2. Appointment of Shri Shamit Bhartia (DIN: Ordinary00020623) as a Director, who retires by rotation,and being eligible, offers himself for re-appointment.3. Appointment of Shri N.C. Khanna, Company OrdinarySecretary in Practice, as Secretarial Auditor andto fix their remuneration4. Ratification of the remuneration to be paid to M/s. OrdinaryRamanath Iyer & Co, Cost Accountants, the CostAuditor of FM Radio Business of the Companyfor Financial Year – 2026----- End of picture text -----
Members who attended the Meeting were given an opportunity to ask questions and seek clarification(s). Shri Piyush Gupta, Group Chief Financial Officer appropriately responded to the questions raised by the Members.
The Chairperson announced that all items of the business set forth in the notice convening the Meeting have been considered and e-voting at the Meeting will be available for next 15 minutes and thereafter, the Meeting will be concluded. She also stated that the results of voting shall be declared within the time prescribed and will be uploaded on the Company’s website. The result shall be simultaneously intimated to the Stock Exchanges viz. BSE Limited and National Stock
Corp. office : 5[th] Floor, Lotus Tower, A Block, Community Centre, New Friends Colony, New Delhi- 110025 Ph.: 011-66561234
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Exchange of India Limited & Depository viz. National Securities Depository Limited (agency for providing remote e-voting facility).
Shri Manhar Kapoor proposed a vote of thanks to the Chair and requested the Members to proceed with e-voting.
The e-voting facility was kept open for the next 15 minutes to enable the Members to cast their vote. Upon completion of the e-voting process, the Meeting was closed.
We hereby request you to take the above information on record.
For HT Media Limited
Digitally signed MANHAR by MANHAR KAPOOR KAPOOR Date: 2025.09.26 12:05:27 +05'30'
Place: New Delhi (Manhar Kapoor) Date: 26[th] September, 2025 Group General Counsel & Company Secretary
Note: The above document does not constitute Minutes of the proceedings of the Annual General Meeting
Corp. office : 5[th] Floor, Lotus Tower, A Block, Community Centre, New Friends Colony, New Delhi- 110025 Ph.: 011-66561234