Meeting Details

The 39th Annual General Meeting will be held at 10:30 AM IST on Wednesday, August 26, 2026 through Video Conferencing/Other Audio-Visual Means.

Ordinary Business Agenda

1. Adoption of Financial Statements

Resolution to receive, consider, and adopt the Audited Financial Statements for the financial year ended March 31, 2026, together with the Auditors' Report and Board's Report.

2. Declaration of Dividend

Resolution to declare and pay final dividend of ₹160 and special dividend of ₹346 per equity share (face value ₹10 each), aggregating to ₹506 per share for FY25-26. Dividend payable to shareholders on the register as of the record date.

3. Re-appointment of Director

Resolution to re-appoint Ms. Jung Hyun Kim (DIN: 10954275) as Director who retires by rotation. She was first appointed on April 1, 2025, attended all 7 board meetings in FY25-26, and holds no shares in the company.

4. Appointment of Statutory Auditors

Resolution to appoint Price Waterhouse & Co Chartered Accountants LLP (Firm Registration No. 304026E/E300009) as Statutory Auditors for a first term of 5 years from conclusion of 39th AGM until conclusion of 44th AGM. Remuneration to be mutually agreed between Board and auditors.

Special Business Agenda

5. Appointment of Independent Director

Special resolution to appoint Ms. Kavita Nair (DIN: 07771200) as Non-Executive and Independent Director for 5 years from May 27, 2026 to May 26, 2031. She was appointed as Additional Director effective May 27, 2026. Her remuneration includes fees, profit-related commission as approved by Nomination and Remuneration Committee.

6. Remuneration to Non-Executive Independent Directors

Special resolution to approve payment of commission not exceeding 1% per annum of net profits to Non-Executive Independent Directors for 5 financial years commencing April 1, 2026. Current structure pays fixed commission not exceeding ₹2,500,000 per annum to each Independent Director plus additional amounts for committee chairpersons.

7. Ratification of Cost Auditors' Remuneration

Resolution to ratify remuneration of ₹575,000 plus applicable taxes and out-of-pocket expenses to Messrs. Rao, Murthy & Associates (Firm Registration No. 000065) as Cost Auditors for FY26-27.

Financial Impact Details

  • Dividend payout: ₹506 per share (₹160 final + ₹346 special)
  • Statutory audit fee for FY26-27: ₹1.31 crores for statutory audit and quarterly limited reviews
  • Cost audit fee for FY26-27: ₹575,000
  • Director commission: Up to 1% of net profits annually for independent directors

Record Date and Payment Information

Record date for dividend entitlement: Friday, July 17, 2026. Dividend will be paid within 30 days from AGM date subject to TDS. Physical shareholders must provide KYC details for electronic dividend payment.

Voting Information

Remote e-voting period: August 23, 2026 (9:00 AM) to August 25, 2026 (5:00 PM). Cut-off date for voting eligibility: August 19, 2026. Scrutinizer appointed: Mr. Vijayakrishna K.T, Company Secretary in practice.

Additional Information

Annual Report 2025-26 available on company website and stock exchange websites. Members can request physical copies. The company transitioned from previous auditors B S R & Co. LLP who completed two consecutive terms.