Meeting Details

  • Date: Wednesday, September 23, 2026
  • Time: 4:00 P.M. (IST)
  • Location: Conducted through Two-way Video Conferencing (VC)/Other Audio-Visual Means (OAVM)
  • Type of Meeting: 51st Annual General Meeting

Proposed Resolutions and Implications

Ordinary Business

1. Adoption of Audited Standalone Financial Statements

  • To receive, consider and adopt the Audited Standalone Financial Statements for FY 2025-26
  • Includes reports of Board of Directors and Statutory Auditors
  • Proposed as Ordinary Resolution

2. Adoption of Audited Consolidated Financial Statements

  • To receive, consider and adopt the Audited Consolidated Financial Statements for FY 2025-26
  • Includes report of Statutory Auditors
  • Proposed as Ordinary Resolution

3. Declaration of Dividend

  • Dividend of ₹0.50 per equity share (face value ₹2 each)
  • On 5,50,20,000 equity shares
  • Total dividend distribution from profits of FY 2025-26
  • Proposed as Ordinary Resolution
  • Record Date: Friday, September 11, 2026

4. Appointment of Director retiring by rotation

  • Mr. Yashvardhan Ruia, Executive Director (DIN: 00364888) retires by rotation
  • Eligible and offered himself for re-appointment
  • Proposed as Ordinary Resolution

Special Business

5. Approval of remuneration for Mr. Hemant Kumar Ruia (April 2027-March 2029)

  • Chairman & Managing Director (DIN: 00029410)
  • Remuneration structure:
  • Salary: ₹10,00,000 per month with annual increments
  • Commission: Up to 2% of net profits
  • Perquisites including HRA, bonus, medical reimbursement, LTC, club fees, insurance
  • Special Resolution required
  • Minimum remuneration provision in case of inadequate profits

6. Revision of remuneration for Mr. Hemant Kumar Ruia (FY 2026-27)

  • Approval for payment of commission not exceeding 2% of net profits
  • In addition to existing remuneration approved at 48th AGM
  • Special Resolution required

7. Revision of remuneration for Mr. Yashvardhan Ruia (June 2026-May 2028)

  • Executive Director (DIN: 00364888)
  • Remuneration structure:
  • Salary: ₹4,50,000 per month with annual increments
  • Commission: Up to 1% of net profits
  • Perquisites including HRA, bonus, medical, leave, LTC, club fees, insurance
  • Special Resolution required
  • Minimum remuneration provision in case of inadequate profits

8. Ratification of Remuneration payable to Cost Auditors

  • M/s. A. G. Anikhindi and Co., Cost Accountants
  • Remuneration: ₹2,40,000 plus GST and out-of-pocket expenses
  • For audit of cost records for FY ending March 31, 2027
  • Ordinary Resolution required

9. Invitation/Acceptance/Renewal of Unsecured Deposits from Members

  • Up to 35% of aggregate paid-up share capital, free reserves and securities premium
  • For working capital requirements and general corporate purposes
  • Ordinary Resolution required

Voting Process and Methods

  • Remote e-voting period: September 20, 2026 (9:00 AM) to September 22, 2026 (5:00 PM)
  • Cut-off date: Wednesday, September 16, 2026
  • Voting methods:
  • Through NSDL/CDSL for demat shareholders
  • Through InstaVote for physical shareholders and non-individual shareholders
  • e-voting during AGM for those who haven't voted remotely
  • Scrutinizer: M/s. Shreyas Athavale & Co., Practicing Company Secretaries
  • Scrutinizer's report: To be prepared within 2 working days of AGM conclusion

Key Voting Outcomes and Participation

  • Total votes cast: To be determined after meeting
  • Percentage in favor/against: To be determined after meeting
  • Participation breakdown by promoter/public/institutions: To be determined after meeting
  • Results to be displayed on company website and submitted to BSE/NSE

Compliance with Laws and Regulations

The notice confirms compliance with:

  • Companies Act, 2013 and rules thereunder
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Ministry of Corporate Affairs General Circulars
  • Secretarial Standard-2 on General Meetings
  • All applicable provisions for virtual meetings and e-voting

Additional Financial Information

  • FY 2025-26 Standalone Performance:
  • Total Income: ₹57,138.17 lakhs
  • Profit before Tax: ₹4,931.46 lakhs
  • Profit for the year: ₹3,647.99 lakhs
  • EPS: ₹6.63
  • FY 2025-26 Consolidated Performance:
  • Total Income: ₹57,174.98 lakhs
  • Profit before Tax: ₹4,936.64 lakhs
  • Profit for the year: ₹3,653.17 lakhs
  • EPS: ₹6.64

Dividend and Tax Information

  • Dividend: ₹0.50 per share (if approved)
  • TDS applicable as per Income Tax Act, 2025
  • Different rates for resident and non-resident shareholders
  • Documents required for tax exemption claims
  • Payment only through electronic mode

Important Dates and Deadlines

  • Record Date for Dividend: September 11, 2026
  • Last date for query submission: September 16, 2026
  • Remote e-voting: September 20-22, 2026
  • AGM Date: September 23, 2026
  • Last date for KYC updates: September 11, 2026 (for dividend), September 30, 2026 (for physical shareholders)