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Muthoot Capital Services Ltd. AGM Information 2025

Sep 19, 2025

60938_rns_2025-09-19_45a3a314-9a91-480a-951b-6c421a614127.pdf

AGM Information

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MCSL/SEC/25-26/225 September 19, 2025

BSE Limited Phiroze Jeejeebhoy Towers Dalal Street, Mumbai - 400 001, Maharashtra Scrip Code - 511766 Scrip Code (Debenture & CP) - 974550, 975282, 975513, 975662, 975739, 975982, 976006, 976146, 976157, 976183, 976213, 976233, 976282, 976363, 976458, 976806, 976898, 976933, 976965, 729104, 729231, 729236, 729711, 729732, 729733, 729900 and 730251

National Stock Exchange of India Limited

Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (E), Mumbai - 400 051, Maharashtra Trading Symbol - MUTHOOTCAP

Dear Sir / Ma’am,

Sub: Proceedings of 31st Annual General Meeting of Muthoot Capital Services Limited held on Friday, September 19, 2025

Pursuant to Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith a summary of proceedings of 31st Annual General Meeting of Muthoot Capital Services Limited (“the Company”) held on Friday, September 19, 2025, at 11:00 a.m. through Video Conferencing (VC) / Other Audio Visual Means (OAVM).

We request you to kindly take the same on your records.

Thanking you,

Yours faithfully,

For Muthoot Capital Services Limited

DEEPA GOPALAKRISHNAN

Digitally signed by DEEPA GOPALAKRISHNAN Date: 2025.09.19 15:57:14 +05'30'

Deepa G Company Secretary and Compliance Officer Membership No.: A68790

Encl: as above

Muthoot Capital Services Limited, Registered Office: 3[rd] Floor, Muthoot Towers, M.G. Road, Kochi - 682 035, Kerala P: +91-484-6619600, 6613450, F: +91-484-2381261, Email: [email protected], www.muthootcap.com CIN: L67120KL1994PLC007726

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SUMMARY OF PROCEEDINGS OF 31ST ANNUAL GENERAL MEETING

The 31st (Thirty-First) Annual General Meeting (“AGM”) of Muthoot Capital Services Limited (“the Company”) was held on Friday, September 19, 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 (“Act”) read with relevant Rules made thereunder, the Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI), the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and relevant Circulars issued by the Ministry of Corporate Affairs (“MCA”) and the Securities and Exchange Board of India (“SEBI”).

Ms. Deepa G, Company Secretary and Compliance Officer, welcomed the Members, Directors and other Invitees to the Annual General Meeting. Since the Company does not have a designated Chairperson, the Company Secretary requested the Directors to elect one among themselves as the Chairperson of the Meeting. The Board of Directors unanimously elected Ms. Shirley Thomas as Chairperson of the 31st Annual General Meeting of the Company. Ms. Shirley Thomas, Chairperson of the Meeting, chaired the proceedings of the Meeting.

The Chairperson called the Meeting to order as requisite Quorum was present. The Chairperson welcomed the Directors, and the Invitees present at the Meeting and introduced them to the Members of the Company. Ms. Susan John and Mr. Robin Tommy, Directors of the Company, were pre-occupied with other commitments and therefore could not attend the AGM. The Chairperson also introduced the Chief Executive Officer, Chief Financial Officer and Company Secretary of the Company. The Chairperson stated that Ms. Usha, Partner, representing M/s. Sundaram & Srinivasan, Chartered Accountants, Statutory Auditors of the Company and Mr. Syam Kumar R, Partner representing M/s. SEP & Associates, Secretarial Auditors of the Company for FY 2024-25 and Scrutinizer for the purpose of remote e-voting and voting process at the AGM had also joined the Meeting.

On behalf of the Board of Directors and Shareholders of the Company, the Chairperson also expressed a deep sense of appreciation and gratitude to Mr. A. P. Kurian, Mr. Thomas John Muthoot, Mr. Thomas George Muthoot and Mr. Thomas Muthoot for the valuable services and guidance provided by them during their tenure as Directors of the Company.

The Company Secretary informed the Members that, the proceedings of the AGM were also being webcast and could be viewed live by Members by logging on to the website of the Central Depository Services (India) Limited (“CDSL”). The Company had taken requisite steps to enable Members to participate and vote on the business to be transacted at the AGM. The members were informed that the Register of Directors and Key Managerial Personnel, the Register of contracts or arrangements, the Certificate from the Secretarial Auditor as prescribed under the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and other documents mentioned in the AGM Notice have been made available electronically for the inspection during the AGM.

Muthoot Capital Services Limited, Registered Office: 3[rd] Floor, Muthoot Towers, M.G. Road, Kochi - 682 035, Kerala P: +91-484-6619600, 6613450, F: +91-484-2381261, Email: [email protected], www.muthootcap.com CIN: L67120KL1994PLC007726

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With the consent of the Members present, the Notice convening the AGM and the Auditor’s Report for the Financial Year ended March 31, 2025, were taken as read. There were no qualifications, observations or adverse remarks in the Report of the Statutory Auditors.

The Chairperson then addressed the Members on the performance of the Company during FY 2024-25, followed by the Whole-Time Director’s address to shareholders.

Ms. Deepa G, Company Secretary and Compliance Officer, read and explained the detailed voting procedure at the Annual General Meeting for the Members. The Members were further informed that as required by the Act and the Listing Regulations, the Company has provided the facility to cast their vote electronically, through the remote e-voting services and the e- voting facility at the AGM by Central Depository Services (India) Limited (‘CDSL’), on all the Resolutions set out in the Notice of the AGM. The remote e-voting period commenced at 9:00 a.m. (IST) on September 15, 2025, till 5:00 p.m. (IST) on September 18, 2025. The remote e- voting module was disabled by CDSL for voting thereafter.

The following 5 (Five) Resolutions were proposed to be passed at the AGM and the detailed Explanatory Statement setting out material information with respect to each item of Special Business formed part of the AGM Notice dated August 05, 2025:

Sl.
No.
Particulars Type of Resolution
ORDINARY BUSINESS
1 Consideration and adoption of Audited Standalone Financial
Statements for the Financial Year ended March 31, 2025, and
the Reports of the Board of Directors and Auditors thereon.
Ordinary Resolution
2 Appointment of a Director in place of Mrs. Ritu Elizabeth
George (DIN: 10766726) who retires by rotation and being
eligible, seeks re-appointment.
Ordinary Resolution
SPECIAL BUSINESS
3 Appointment of M/s. S. Sandeep & Associates, Practicing
Company Secretaries, as Secretarial Auditors of the Company

Ordinary Resolution
4 Continuation of Directorship of Mr. Thomas Mathew (DIN:
01277149) as a Non-Executive Independent Director on
attaining the age of Seventy-Five years.
Special Resolution
5 Variation in terms of Remuneration payable to Mrs. Tina
Suzanne George (DIN: 09775050), Whole-Time Director of
the Company.
Ordinary Resolution

Members who attended the Meeting and had registered themselves as speakers, were given an opportunity to ask questions and seek clarification(s). The Chairperson, Whole-Time Director, Chief Executive Officer and Chief Financial Officer appropriately responded to the queries of the Shareholders and provided clarifications.

The Meeting concluded at 12:10 p.m. (IST). The e-voting facility was kept open for the next 30 minutes to enable the Members to cast their vote(s).

Muthoot Capital Services Limited, Registered Office: 3[rd] Floor, Muthoot Towers, M.G. Road, Kochi - 682 035, Kerala P: +91-484-6619600, 6613450, F: +91-484-2381261, Email: [email protected], www.muthootcap.com CIN: L67120KL1994PLC007726

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M/s. SEP & Associates, Company Secretaries, the Scrutinizer shall submit its report to the Company Secretary of the Company and the results of e-voting shall be declared by the Company Secretary of the Company within two working days from the conclusion of AGM at the Registered Office of the Company at Kochi. The said results along with the Scrutinizer's Report will be posted on the website of the Company, i.e., www.muthootcap.com and on the e- voting website of CDSL at www.evotingindia.com and shall also be placed on the notice board of the Company at its Registered office. The results will simultaneously be communicated to the Stock Exchanges where the shares of the Company are listed.

Muthoot Capital Services Limited, Registered Office: 3[rd] Floor, Muthoot Towers, M.G. Road, Kochi - 682 035, Kerala P: +91-484-6619600, 6613450, F: +91-484-2381261, Email: [email protected], www.muthootcap.com CIN: L67120KL1994PLC007726