Meeting Details

  • Date: Saturday, 26th September 2026
  • Time: 2:00 PM IST
  • Mode: Video Conferencing/Other Audio Visual Means (VC/OAVM)
  • Deemed Venue: Registered Office at 117, 1st Floor, Navneet Darsh an, 16/2 Old Palasia, Indore 452018 (M.P.)
  • Cut-off Date: 19th September 2026 for voting eligibility
  • Record Date: 19th September 2026 for dividend eligibility

Ordinary Business Items

1. To receive, consider, approve and adopt Audited Financial Statements for FY ended 31st March 2026, including Balance Sheet, Statement of Profit & Loss, Cash Flow Statement, Statement of Changes in Equity, and Reports of Board and Auditors.

2. To declare dividend on 49,27,000 equity shares of ₹10 each for financial year ended 31st March 2026.

3. To appoint a director in place of Shri Kunal Jain (DIN-01475424) who retires by rotation and offers himself for re-appointment.

Special Business Item

Item 4: Re-appointment of Shri Ashok Jain (DIN: 00007813) as Chairman and Managing Director for further period of 3 years w.e.f. 1st July 2027.

Remuneration Details (Category A)

  • Basic remuneration: Not exceeding ₹7,00,000 per month
  • Maximum annual remuneration: ₹84 lakh (excluding exempted benefits)

Additional Benefits (Category B)

  • Employer's Contribution to PF: As per company rules
  • Gratuity: As per company rules subject to Social Security Code limits
  • Earned Privilege Leave: Encashment of 15 days salary per year at end of tenure
  • Directors Obligation Insurance Premium: If taken by company

Facilities (Category C)

  • Car with chauffeur for business and personal use (or conveyance reimbursement)
  • Free use of telephone, internet at residence, and cell phone (personal long-distance calls billed to him)

Special Approvals Required

  • Special resolution required as Shri Ashok Jain has attained age of 75 years
  • Approval for remuneration exceeding 5% of net profits when taken together with all Executive Promoter Directors
  • Approval valid even in event of loss or inadequacy of profits, subject to Schedule V limits

Financial Performance Context

  • FY26 Turnover: ₹72.46 crore (₹7246.14 lakhs)
  • FY26 Profit Before Tax: ₹26.87 crore (₹2686.63 lakhs)
  • Current remuneration of Shri Ashok Jain (FY26): ₹102.77 lakhs
  • Promoter shareholding: Ashok Jain holds 6,73,062 shares (13.66%), family collectively holds 51.71%

Voting Arrangements

  • Remote e-voting period: 23rd September 2026 (9:00 AM) to 25th September 2026 (5:00 PM)
  • E-voting service provider: Central Depository Services (India) Limited (CDSL)
  • Scrutinizer: CS Ishan Jain of M/s Ishan Jain & Co., Company Secretaries
  • Physical shareholders must vote through CDSL platform using folio number
  • Demat shareholders can vote through depository participants (CDSL/NSDL)

Dividend Distribution Details

  • Dividend to be paid within 30 days of AGM approval
  • Payment only through electronic mode
  • TDS applicable as per Income-Tax Act, 2025
  • Members must update bank details, PAN, and contact information with DP/RTA

Unclaimed Dividend Information

Table provided showing unclaimed dividends from 2018-19 to 2024-25 with amounts ranging from ₹2,05,906 to ₹6,17,984.50 and due dates for transfer to IEPF ranging from October 2026 to October 2032.

Director Profiles

Shri Kunal Jain: Executive Director, DIN 01475424, holds 11,99,346 shares (24.34%), B.Com, 24+ years experience in commercial matters and industrial management.

Shri Ashok Jain: Chairman & Managing Director, DIN 00007813, holds 6,73,062 shares (13.66%), BE Mechanical, 53+ years experience in fluid coupling technology, developed indigenous fluid coupling technology.

Additional Information

  • Share transfer and dematerialization mandatory as per SEBI guidelines
  • Special window open until February 2027 for transfer/demat of physical securities sold/purchased before April 2019
  • IEPF transfer process ongoing for unclaimed dividends from 2018-19
  • Online Dispute Resolution portal available at https://smartodr.in/