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Indegene Limited — AGM Information 2025
Jun 26, 2025
59309_rns_2025-06-26_8296deda-b881-48b3-9f9a-6e6e68d4c3b4.pdf
AGM Information
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INDGN/SE/ 2025-26/27
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June 26, 2025
| BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400001, India. Scrip Code: 544172 |
National Stock Exchange of India Limited Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (E), Mumbai – 400 051, India. Trading symbol: INDGN |
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Dear Sir / Madam,
Sub: Summary of Proceedings of the 27[th] Annual General Meeting (‘AGM’) of Indegene Limited (‘the Company’)
The 27[th] AGM of the Company was held on Thursday, June 26, 2025, from 4:30 p.m. (IST) to 6.26 p.m. (IST). The AGM was conducted through Video Conferencing (‘VC’) / Other Audio-Visual Means (‘OAVM') to transact the business as stated in the Notice dated May 30, 2025, convening the said AGM.
In this regard, we are enclosing herewith the Summary of proceedings of the AGM of the Company as required under Regulation 30 read with part A of Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI LODR’).
The above information is being made available on the website of the Company at https://www.indegene.com/.
This is for your information and records.
For Indegene Limited
Srishti Digitally signed by Srishti Ramesh Ramesh Kaushik Date: 2025.06.26 Kaushik 19:04:56 +05'30'
Srishti Ramesh Kaushik Company Secretary and Compliance officer Encl. A/a
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Indegene Limited
Third Floor, Aspen G-4 Block, Manyata Embassy Business Park (SEZ), Outer Ring Road, Nagawara, Bengaluru- 560 045, Karnataka, India
Phone: +91 80 4674 4567, +91 80 4644 7777 www.indegene.com
CIN: L73100KA1998PLC102040
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Summary of proceedings of the 27[th] Annual General Meeting (‘AGM’/’Meeting’) of the Members of the Company
The 27[th] AGM of the Members of Indegene Limited (“the Company”) was held on Thursday, June 26, 2025, at 4:30 p.m. (IST) through (‘VC’)/Other Audio-Visual Means (‘OAVM’). The Meeting was conducted in accordance with relevant Circulars issued by the Ministry of Corporate Affairs (‘MCA’) and the Securities and Exchange Board of India (‘SEBI’) in this regard.
Mr. Manish Gupta, Chairman, Executive Director and Chief Executive Officer, welcomed the Members to the Meeting.
Mr. Manish Gupta, Chairman of the Board, chaired the Meeting. The requisite quorum being present, the Chairman called the Meeting to order. The Chairman welcomed all the Directors and requested those, who joined through VC, to introduce themselves to the Members. He also introduced other Key Management Personnel present with him at the common venue. The respective Chairpersons of the Audit Committee, Stakeholders Relationship Committee, Nomination & Remuneration Committee, Corporate Social Responsibility Committee, Risk Management Committee and Investment Committee were present at the Meeting through VC.
The proceedings of the Meeting were video recorded, and a live streaming was webcast on the website of National Depository System Limited (‘NSDL’). The Company had taken all the requisite steps to enable Members to participate and vote on the items of businesses considered at the AGM.
The details of authorized representations received from few corporate shareholders were informed to the Members. Since there was no physical attendance of Members and in compliance with the Circulars issued by MCA and SEBI, the requirement of appointing proxies was not applicable, except for the authorized representatives of corporate shareholders. Further, the Registers as required under the Companies Act, 2013 and other relevant documents mentioned in the Notice were available for inspection.
Ms. Srishti Ramesh Kaushik, Company Secretary and Compliance Officer, briefed members on certain points and gave general instructions relating to the participation at the Meeting through VC. She further informed that Mr. Madhwesh Krishnamurthy (Membership No. ACS 21477) Company Secretary was appointed as the Scrutinizer by the Board to scrutinize the remote e-voting process prior to and during the AGM in a fair and transparent manner.
The Chairman then addressed the Members and thereafter, made a presentation to the Members.
Then, the Company Secretary informed that the Statutory Auditors’ Report does not contain any qualifications, other reservations, adverse remarks or disclaimers. Company Secretary also informed that there is one qualification in Secretarial Auditor’s Report which has been duly addressed by the Management. Thereafter, the Notice of the Meeting and the Auditors’ Reports for the financial year ended March 31, 2025, were taken as read.
The Company secretary, thereafter, read out the resolutions.
The Chairman then invited the Members to express their views, ask questions and seek clarifications, if any. After the Members expressed their views and asked their queries, the Chairman responded to the queries raised by them.
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The Chairman thanked the Members for their continuous support and for attending and participating at the Meeting and requested the Members who had not voted earlier, to complete e-voting in the next 30 minutes.
The Chairman authorized the Company Secretary to carry out the voting process and declare the voting results within the stipulated time.
Then, the Company Secretary informed that the Members who were present at the AGM but had not cast their votes earlier through remote e-voting, may cast their vote during the AGM and explained the process of e-voting on the Resolutions during the meeting through the NSDL e-voting website.
The e-voting facility was kept open for the next 30 minutes to enable the Members to cast their vote. The Meeting concluded upon completion of the e-voting process.
Post the conclusion of the remote e-voting, the Scrutinizers' report will be shared by the Company and as set out therein all the said Resolutions will be deemed to be passed if requisite majority of votes is attained, as per details mentioned in the attached table and marked as Annexure – 1 .
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ANNEXURE – 1
Subject to receipt of the requisite number of votes, the Resolutions shall be deemed to be passed on the date of this Meeting i.e. Thursday, June 26, 2025
| date of this Meeting i.e. Thursday, June 26, 2025 | ||
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| Item No. |
Details of the Resolutions | Type of the Resolution |
| 1 | To receive, consider and adopt the Audited Financial Statements (including the Audited Consolidated Financial Statements) of the Company for the financial year ended 31 March 2025, together with Report of the Board of Directors and Auditors thereon |
Ordinary |
| 2 | To confirm and declare a final dividend of Rs. 2/- per equity shares for the financial year ended 31 March 2025 |
Ordinary |
| 3 | To appoint a director in place of Mr. Mark Francis Dzialga (DIN: 00955485), who retires by rotation and, being eligible, seeks re-appointment |
Ordinary |
| 4 | To appoint a director in place of Dr. Rajesh Bhaskaran Nair, (DIN: 00219269), who retires by rotation and, being eligible, seeks re-appointment |
Ordinary |
| 5 | To appoint Deloitte Haskins & Sells, Chartered Accountants, as Statutory Auditors of the Company. |
Ordinary |
| 6 | To appoint Madhwesh Prathap and Associates, as Secretarial Auditors of the Company |
Ordinary |
| 7 | To approve continuation of directorship of Dr. Georgia Nikolakopoulou Papathomas (DIN: 09734940), Independent Director in terms of Regulation 17(1a) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 |
Special |
| 8 | To re-appoint Dr. Georgia Nikolakopoulou Papathomas (DIN: 09734940) as an Independent Director |
Special |