Annual General Meeting Details

  • Meeting Date: Tuesday, June 30, 2026
  • Time: 11:30 a.m. IST
  • Mode: Video Conferencing/Other Audio Visual Means
  • Cut-off date: Monday, June 22, 2026
  • Remote e-voting period: From 09:00 a.m. IST on Saturday, June 27, 2026 to 05:00 p.m. IST on Monday, June 29, 2026

Financial Performance (Standalone)

FY 2025-26 vs FY 2024-25 (Amount in ₹ Lakhs):

  • Revenue from Operations: ₹1025.80 (vs ₹1046.85) - Decreased by 2.01%
  • Other Income: ₹30.25 (vs ₹32.96)
  • Total Revenue: ₹1056.06 (vs ₹1079.81)
  • Total Expenses: ₹926.16 (vs ₹858.57)
  • Profit Before Tax: ₹129.90 (vs ₹221.24) - Decreased by 41.3%
  • Tax Expense: ₹34.27 (vs ₹50.64)
  • Profit After Tax: ₹95.63 (vs ₹170.59) - Decreased by 43.94%
  • Basic EPS: ₹0.92 (vs ₹1.67)
  • Diluted EPS: ₹0.92 (vs ₹1.67)

Dividend Declaration

  • Board recommended final dividend of ₹0.14 per equity share for FY 2025-26
  • Total dividend outflow: approximately ₹14,55,010
  • Subject to shareholder approval at 17th AGM

Share Capital Changes

Authorized Share Capital: ₹11,00,00,000 divided into 1,10,00,000 equity shares of ₹10 each

Paid-up Share Capital changes during FY 2025-26:

  • Issued 63,82,206 equity shares as bonus shares in 8:5 ratio (8 new shares for every 5 existing shares)
  • Record Date for bonus issue: Thursday, August 28, 2025
  • Issued 21,840 stock options under ESOP Grant II of DMR Employees Stock Option Plan 2023 for ₹84,000
  • Adjusted ESOP terms after bonus issue (8:5 adjustment ratio)
  • Paid-up equity share capital as on March 31, 2026: ₹10,39,29,310 divided into 1,03,92,931 equity shares of ₹10 each

Board and Management Changes

Directors as of March 31, 2026:

1. Mr. Subhash Chander Mittal - Chairman and Managing Director

2. Mrs. Neelam Mittal - Whole Time Director (Ceased w.e.f April 14, 2026)

3. Mrs. Rachana Agrawal - Independent Director

4. Mr. Bangam Prasad Rao - Non-Executive Director (Ceased w.e.f July 14, 2025)

5. Mr. Krishan Kumar Gupta - Non-executive Director (Ceased w.e.f May 09, 2026)

6. Ms. Anita Goyal - Independent Director

7. Mr. Divay Mittal - Whole-time Director (Appointed w.e.f May 09, 2026)

8. Mr. Arvind Bhat - Whole-time Director (Appointed w.e.f May 09, 2026)

9. Mr. Man Mohan Madan - Non-Executive Director (Appointed w.e.f May 09, 2026)

Key Managerial Personnel as of March 31, 2026:

  • Mr. Subhash Chander Mittal - Chairman and Managing Director
  • Mr. Divay Mittal - Whole-time Director
  • Mr. Arvind Bhat - Whole-time Director
  • Mr. Bal Mukund Kumar - Chief Financial Officer
  • Mr. Ravinder Kumar Bhatia - Company Secretary and Compliance Officer

Subsidiary Companies

As of March 31, 2026, the Company had three subsidiary companies:

1. DM Consulting Engineers Private Limited (60% ownership)

2. DM Gates and Penstocks Private Limited (45% ownership - Associate Company)

3. DMR Consulting USA Inc. (100% ownership)

Financial highlights of subsidiaries (Amount in ₹ Thousand):

DM Consulting Engineers Private Limited:

  • Share capital: ₹13,000.00
  • Reserves and surplus: ₹10,947.75
  • Total assets: ₹25,360.27
  • Turnover: ₹28,025.40
  • Profit after tax: ₹7,075.07

DM Gates and Penstocks Private Limited:

  • Share capital: ₹6,000.00
  • Reserves and surplus: (₹117.32)
  • Total assets: ₹5,953.92
  • Profit after tax: ₹8.70

Business Overview

Core Business: Engineering consultancy services from concept-to-commissioning in sectors including:

  • Hydropower (small hydro, large hydro, PSP)
  • Dams and water resources
  • Renewable energy
  • Tunnels (road and railway)
  • Urban infrastructure

Service Offerings:

  • Strategic Advisory and Due Diligence Studies
  • Feasibility Reports and Detailed Project Reports
  • Design and Engineering (Civil, E&M, Geological, Hydrological)
  • Project Management and Construction Management
  • Quality Assurance and Inspection Services
  • Regulatory Support and Environmental Studies

Operational Presence:

  • Domestic: 15+ states in India including Himachal Pradesh, Jammu & Kashmir, Arunachal Pradesh, Rajasthan, Uttarakhand
  • International: Bhutan, Laos, Africa
  • Team strength: 60 permanent employees
  • Projects executed: Close to 220 projects till date

Corporate Actions and Resolutions for AGM

Ordinary Business:

1. Adoption of audited standalone and consolidated financial statements for FY 2025-26

2. Declaration of final dividend of ₹0.14 per equity share

Special Business:

3. Appointment of Mr. Divay Mittal as Whole-time Director (Executive Director) for 5 years from May 09, 2026 to May 08, 2031

4. Appointment of Mr. Arvind Bhat as Whole-time Director (Executive Director) for 2 years from May 09, 2026 to May 08, 2028

5. Appointment of Mr. Man Mohan Madan as Non-Executive Director for 2 years from February 28, 2026

6. Re-appointment of Mrs. Rachana Agrawal as Non-Executive Independent Director for 5 years from September 30, 2026

7. Amendment in Object Clause of Memorandum of Association to expand business activities

8. Approval for material related party transactions with DM Consulting Engineers Private Limited (up to ₹2 crore)

9. Approval for payment of managerial remuneration in excess of limits under Section 197 of Companies Act, 2013

Auditor Reports

Statutory Auditors: A Y & Company, Chartered Accountants, Jaipur

  • Unmodified audit opinion on standalone and consolidated financial statements
  • No qualifications, reservations, or adverse remarks

Secretarial Auditor: M/s Thakur G & Co., Peer Reviewed Practicing Company Secretaries

  • Unmodified secretarial audit report
  • No qualifications, reservations, or adverse remarks

Other Key Information

  • Bankers: Punjab National Bank, HDFC Bank Limited
  • Registrar & Share Transfer Agent: Skyline Financial Services Private Limited
  • ESOP Scheme: DMR Employees Stock Option Plan 2023 with 21,840 options granted during FY 2025-26
  • Foreign Exchange Earnings: ₹2,06,96,000 (FY 2025-26) vs ₹1,14,95,000 (FY 2024-25)
  • Foreign Exchange Outgo: ₹24,56,479 (FY 2025-26) vs ₹2,63,531 (FY 2024-25)

Compliance and Governance

  • Company complied with all applicable secretarial standards
  • No material changes or commitments affecting financial position since March 31, 2026
  • No significant material orders passed by regulators/courts/tribunals
  • No fraud reported by auditors under Section 143(12) of Companies Act, 2013
  • Adequate internal financial controls in place and operating effectively

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