Meeting Details

The 40th AGM was held on Thursday, 23rd July 2026 at 4:00 PM IST through Video Conference and Other Audio-Visual Means (VC/OAVM). The meeting commenced at 4:00 PM and concluded at 4:30 PM. The meeting was conducted in compliance with circulars from the Ministry of Corporate Affairs (MCA) and SEBI, and provisions of the Companies Act, 2013.

Attendance

The following Directors, Key Managerial Personnel (KMPs), and Auditors were present:

Directors:

  • Mr. Srinivasan Ravi - Chairman and Managing Director, Chairman of Corporate Social Responsibility Committee, and Chairman of Risk Management Committee (Attended from Coimbatore)
  • Mr. Ravi Gauthamram - Whole Time Director (Attended from Coimbatore)
  • Mr. Sundararaman Kalyanaraman - Independent Director and Chairman of Stakeholders Relationship Committee (Attended from USA)
  • Mrs. Vijaya Sampath - Independent Director and Chairperson of Nomination and Remuneration Committee (Attended from Gurugram)
  • Mr. Tamraparni Srinivasan Venkata Rajagopal - Independent Director and Chairman of Audit Committee (Attended from Coimbatore)
  • Mrs. Rajeswari Karthigeyan - Independent Director (Attended from Chennai)

Key Managerial Personnel:

  • Mr. C.B. Chandrasekar - Chief Financial Officer (Attended from Coimbatore)
  • Mr. Shainshad Aduvanni - Company Secretary and Compliance Officer (Attended from Coimbatore)

Auditors:

  • Mr. Viswanathan Vaidyanathan - Statutory Auditor, Partner of Sharp & Tannan, Chartered Accountants (Attended from Chennai)
  • Dr. C.V. Madhusudhanan - Secretarial Auditor and Scrutinizer for the AGM, Partner of KSR & Co Company Secretaries LLP (Attended from Coimbatore)

Meeting Proceedings

Mr. Srinivasan Ravi, Chairman and Managing Director, chaired the meeting. The Company Secretary confirmed requisite quorum was present throughout the AGM proceedings. The Chairman welcomed members and directors introduced themselves. The Register of Directors and Key Managerial Personnel and their Shareholding, Register of Contracts and Arrangements in which Directors are interested, the Statutory Auditor's Report and the Secretarial Auditor's Report were kept open for inspection by members.

The Chairman delivered a speech briefing members about the company's performance, its subsidiary, and business verticals for FY 2025-26 and growth prospects.

Dividend Declaration

The Board of Directors, at their meeting held on 7th May 2026, had recommended a final dividend of ₹11.25 per Equity Share (face value ₹5 each) for FY ended 31st March 2026, subject to shareholder approval.

Original Estimate: At the time of recommendation, the estimated dividend outflow was approximately ₹26.84 Crores, computed based on the then existing paid-up equity share capital.

Revised Estimate: Subsequent to the dividend recommendation, the company allotted 22,98,850 Equity Shares pursuant to a Qualified Institutions Placement on 18th June 2026. These shares rank pari passu with existing shares, including entitlement to dividends. Accordingly, the aggregate dividend outflow subject to member approval is expected to increase from approximately ₹26.84 Crores to approximately ₹29.42 Crores, based on the enlarged paid-up equity share capital. The dividend rate remains unchanged at ₹11.25 per share.

Voting Procedures

The company provided remote e-voting facility to members. The remote e-voting period started on Monday, 20th July 2026 at 9:00 AM and ended on Wednesday, 22nd July 2026 at 5:00 PM. The cut-off date for determining voting eligibility was Thursday, 16th July 2026. Members who had not voted remotely could vote through the electronic voting system during the AGM. Venue e-voting remained available for 15 minutes after meeting conclusion.

Business Transacted

The following business items from the AGM notice were transacted:

Ordinary Business:

1. Adoption of Audited Standalone and Consolidated Annual Financial Statements for FY ended 31st March 2026

2. Declaration of final dividend of ₹11.25 per equity share (225% on face value of ₹5 each) for FY ended 31st March 2026

3. Appointment of Director in place of Mr. Srinivasan Ravi (DIN: 01257716), who retires by rotation and offered himself for re-appointment

6. Ratification of remuneration payable to Cost Auditors for FY ending 31st March 2027

Special Business:

4. Re-appointment of Mr. Srinivasan Ravi (DIN: 01257716) as Chairman and Managing Director for five years with effect from 1st October 2026

5. Re-appointment of Mr. Ravi Gauthamram (DIN: 06789004) as Whole Time Director for five years with effect from 1st October 2026

Other Proceedings

The Chairman responded to queries from members who registered as speakers. Mr. Ravi Gauthamram, Whole Time Director, delivered a vote of thanks acknowledging members, depositories, registrar & share transfer agent, stock exchanges (BSE and NSE), annual report designers, customers, suppliers, bankers, auditors, and employees.

Post-AGM Compliance

The results of e-voting along with the Scrutinizer's Report will be submitted to the stock exchanges and placed on the company's website and CDSL e-voting platform (www.evotingindia.com).