EVOTING RESULTS - SCRUTINIZER''S REPORT
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Kerala Ayurveda Limited held an Extra-Ordinary General Meeting on June 18, 2025, via video conferencing, where four resolutions were put to vote. All four resolutions were approved with overwhelming majority (~99.99% votes in favour). Resolution 1 appointed Mr. Utkarsh Singh as Non-Executive Non-Independent Director. Resolutions 2 and 3 dealt with related-party transactions with Ayurvedagram Heritage Wellness Centre (ratification of FY 2024-25 transactions and increase in materiality threshold for FY 2025-26 and 2026-27). Resolution 4 was a Special Resolution to increase the ESOP pool under the Kerala Ayurveda Employee Restricted Stock Unit Plan, 2023. Out of 12,032,451 total shares, 842,432 votes were polled (about 7%). Votes cast by directors and KMPs (182,152 shares) were treated as invalid for the related-party resolutions since they are related parties. Scrutinizer BMP & Co. LLP (Pramod SM) certified the results.
All resolutions passed comfortably, confirming shareholder approval for the new director appointment, regularisation of past related-party deals, higher transaction limits with Ayurvedagram for the next two years, and a larger ESOP pool. The ESOP expansion could lead to future share dilution, while the higher related-party thresholds mean more business flexibility with the group entity Ayurvedagram.