Ashok Leyland Shareholders Approve Bonus Share Issue, Key RPTs via Postal Ballot

Ashok Leyland Limited's shareholders have overwhelmingly approved the issuance of bonus shares and several material related party transactions (RPTs) for the financial years 2025-26 and 2026-27 through a postal ballot. The results, announced on July 7, 2025, indicate strong shareholder confidence, with the bonus share issue receiving 96.76% of the votes in favour. All seven ordinary resolutions put forth for shareholder approval were passed with the requisite majority.

Postal Ballot Voting Results (as of July 6, 2025)Resolution DescriptionTotal Votes Polled (E-Voting)Votes in Favour% in FavourVotes Against% Against

Result

Approval of Issue of Bonus Shares222.33 crore215.13 crore96.76%7.21 crore3.24%

PassedMaterial RPTs with TVS Trucks and Buses Private Limited (FY25-26)86.75 crore86.74 crore99.99%1.22 lakh0.01%

PassedMaterial RPTs with AML Motors Private Limited (FY25-26)86.75 crore86.74 crore99.98%1.33 lakh0.02%

PassedMaterial RPTs with Switch Mobility Automotive Limited (FY25-26)86.75 crore86.74 crore99.99%1.11 lakh0.01%

PassedMaterial RPTs between Switch Mobility Automotive Limited and OHM Global Mobility Private Limited (FY25-26)86.75 crore86.74 crore99.99%1.18 lakh0.01%

PassedMaterial RPTs with TVS Vehicle Mobility Solution Private Ltd (FY26-27)86.75 crore86.74 crore99.99%1.19 lakh0.01%

PassedRatification of remuneration to Cost Auditors, Messers. Geeyes & Co. (FY25)222.29 crore222.28 crore99.99%1.36 lakh0.01%

Passed

Key Decisions

The most significant resolution approved by the shareholders was the issuance of bonus shares. This decision, which received 96.76% of the total votes polled, reflects the company's commitment to rewarding its shareholders and enhancing liquidity in its stock. A total of 222.33 crore votes were polled for this resolution, with 215.13 crore votes cast in favour and 7.21 crore votes against.Shareholders also approved a series of material related party transactions (RPTs) crucial for Ashok Leyland's operational continuity and strategic partnerships. These include:

• Material RPTs with TVS Trucks and Buses Private Limited for the financial year 2025-26, which saw 99.99% of the 86.75 crore votes polled in favour.
• Material RPTs with AML Motors Private Limited for FY2025-26, also approved with 99.98% of the 86.75 crore votes polled.
• Material RPTs with Switch Mobility Automotive Limited for FY2025-26, receiving 99.99% approval from the 86.75 crore votes polled.
• Material RPTs between Switch Mobility Automotive Limited and OHM Global Mobility Private Limited for FY2025-26, which are subsidiaries of the company, approved with 99.99% of the 86.75 crore votes polled.
• Material RPTs with TVS Vehicle Mobility Solution Private Limited for the financial year 2026-27, which garnered 99.99% of the 86.75 crore votes polled in favour.

Additionally, the shareholders ratified the remuneration payable to the Cost Auditors, Messers. Geeyes & Co., for the financial year ended March 31, 2025. This resolution received an overwhelming 99.99% of the 222.29 crore votes polled.Voting Process and Scrutiny

The postal ballot process, including e-voting, commenced on June 7, 2025, and concluded on July 6, 2025. The company had sent the Notice of Postal Ballot dated May 30, 2025, along with an explanatory statement, to its members whose names appeared on the Register of Members/list of beneficial owners as of May 30, 2025. The e-voting platform was provided by National Securities Depository Limited (NSDL).Ms. B Chandra, Partner (CP No.: 7859) on behalf of M/s. B Chandra & Associates, Company Secretaries in Practice, Chennai, served as the Scrutinizer for the postal ballot. The Scrutinizer's report, dated July 7, 2025, confirmed that all resolutions were duly approved by the members with the requisite majority.Strategic Implications

The approval of bonus shares is generally viewed positively by the market as it indicates a healthy financial position and a desire to reward shareholders. It also increases the number of shares outstanding, potentially improving liquidity in the stock. The approval of the various related party transactions ensures that Ashok Leyland can continue its essential business operations and maintain strong relationships with its key partners and subsidiaries, which are vital for its long-term growth and stability in the commercial vehicle sector.