AGM Details

The AGM will be held physically on Monday, September 21, 2026, at 03:00 PM (IST) at Madhuban Resort & Spa, Anand-Sojitra Road, Vallabh Vidyanagar - 388120, Gujarat, India.

Remote E-Voting Facility

In terms of Section 108 of the Companies Act, 2013 and Regulation 44 of the SEBI LODR Regulations, the company is providing a facility for remote e-voting through MUFG Intime India Private Limited.

  • Cut-off date for determining voting eligibility: Monday, September 14, 2026.
  • E-voting period: Starts Friday, September 18, 2026, at 09:00 AM and ends Sunday, September 20, 2026, at 05:00 PM.

Voting rights shall be in proportion to the paid-up equity share capital held as of the cut-off date.

Dividend and Book Closure

No dividend has been recommended by the Board of Directors for the Financial Year 2025-26. Consequently, there will be no Book Closure or Record Date for dividend purposes under Regulation 42 of the SEBI LODR Regulations, 2015.

Business to be Transacted

ORDINARY BUSINESS

1. To consider and adopt the audited financial statement and the audited consolidated financial statement for the year ended March 31, 2026, along with the reports of the Board of Directors and Auditors thereon.

2. To appoint Mr. Amish Patel (DIN: 02234678), Whole-time Director, who retires by rotation and, being eligible, offers himself for re-appointment.

SPECIAL BUSINESS

3. To ratify the remuneration of the Cost Auditors for the financial year 2026-27. The Board, based on the Audit Committee's recommendation, approved a remuneration of `62,500/- (excluding applicable taxes and travelling & daily allowance) payable to the cost auditors for conducting the audit of cost records.

4. To appoint M/s Nandaniya Joshi & Associates, Company Secretaries (Firm Unique Code: P2020GJ084200) as the Secretarial Auditors of the Company for a period of five financial years commencing from FY 2026-27. The proposed fee is `1,00,000 per annum (exclusive of taxes and out-of-pocket expenses), subject to alteration by the Board.

5. To approve the 'Atlanta Electricals Employee Stock Option Scheme 2026' (ESOS 2026) as a SPECIAL RESOLUTION.

  • The scheme involves the creation, grant, and allotment of stock options convertible into equity shares.
  • The maximum number of equity shares to be issued is 7,70,000 (Seven Lakhs Seventy Thousand) of face value `2/- each.
  • The scheme is to be implemented directly by the company (not through a trust) and involves a new issue of shares.
  • The exercise price will be determined by the Board/Committee, conforming to accounting policies.
  • The vesting period will be not less than one year from the grant date, and the exercise period will not exceed five years from vesting.
  • The scheme includes provisions for adjustment in case of corporate actions like bonus issues, stock splits, mergers, etc.
  • The Board/Committee is authorized to administer the scheme, determine terms for eligible employees, and make modifications.

6. To extend the benefits of the ESOS 2026 to the employees of the company's Holding, Subsidiary, Associate, and Group companies (present and future) as a SPECIAL RESOLUTION.

Other Key Information from the Notice

  • The notice and annual report are being sent electronically to members with registered email IDs and are available on the company's website (https://www.aetrafo.com) and the websites of BSE Limited and NSE.
  • Mr. Mayank Joshi, Partner of M/s Nandaniya Joshi and Associates, has been appointed as the Scrutinizer to scrutinize the voting process.
  • The results of the voting along with the Scrutinizer's Report will be placed on the company's website and the stock exchanges' websites within two days of the AGM.
  • Detailed explanatory statements and route maps to the venue are provided as annexures to the notice.
  • The register of members will be closed from September 15, 2026, to September 21, 2026 (both days inclusive).

Financial Impact

  • The ratification of cost auditor remuneration has a direct financial impact of `62,500 + taxes and expenses for FY27.
  • The potential issuance of 770,000 equity shares under the ESOP scheme represents a potential dilution of equity capital. The financial impact of this dilution is not quantified in the disclosure and will depend on the exercise price and timing of the grants and exercises.
  • The appointment of the secretarial auditor has a committed expenditure of `1,00,000 per year for five years, plus taxes.

Capital Structure Impact

The approval and implementation of the ESOS 2026 could lead to an increase in the issued and paid-up equity share capital of the company by up to 770,000 shares upon the exercise of options, resulting in dilution for existing shareholders.