Meeting Details

  • Date: Monday, 28th September 2026
  • Time: 11:30 a.m. IST
  • Location: Conducted entirely through Video Conferencing/Other Audio Visual Means (VC/OAVM)
  • Deemed Venue: Registered Office at Somaiya Bhavan, 45/47, M.G. Road, Fort, Mumbai - 400 001
  • Type: Annual General Meeting

Proposed Resolutions and Implications

Ordinary Business

1. Adoption of Financial Statements: To consider and adopt the audited financial statements and consolidated financial statements for the financial year ended March 31, 2026, along with reports of Board of Directors and auditors.

2. Director Re-appointments:

  • Re-appointment of Dr. Raman Ramachandran (DIN: 00200297) who retires by rotation
  • Re-appointment of Mr. Suhas Godage (DIN: 09227610) who retires by rotation

Special Business

3. Managing Director Re-appointment: Re-appointment of Mr. Samir S. Somaiya (DIN: 00295458) as Managing Director for three years from April 1, 2027 to March 31, 2030 with specified remuneration package including basic salary of ₹17,95,360 per month plus 2% commission on net profit.

4. Executive Director Re-appointment: Re-appointment of Mr. Suhas Godage as Whole-time Director designated as Executive Director (Works-Sakarwadi) for three years from April 1, 2027 with remuneration including basic salary of ₹254,190 per month, special allowance of ₹136,840 per month, and performance incentive.

5. New Director Appointment: Appointment of Mr. Dinesh Sharma (DIN: 11675064) as Director liable to retire by rotation.

6. Executive Director Appointment: Appointment of Mr. Dinesh Sharma as Whole-time Director designated as Executive Director (Works-Sameerwadi) for three years with remuneration including basic salary of ₹255,030 per month and special allowance of ₹33,580 per month.

7. Cost Auditor Remuneration: Ratification of remuneration payable to M/s R. Nanabhoy & Co., Cost Accountants (Firm Registration No. 000010) amounting to ₹640,000 per annum plus taxes for FY 2026-27.

8. Charitable Contributions: Approval for contributions to charitable and other funds up to ₹140,00,000 (One Crore Forty Lakhs) in any financial year.

9. Public Deposits: Approval for inviting/accepting/renewing fixed deposits from public/members within prescribed limits under Companies Act, 2013.

Voting Process and Methods

  • Remote e-Voting: Available through NSDL from September 25, 2026 (9:00 AM) to September 27, 2026 (5:00 PM)
  • Meeting Day Voting: e-voting facility available during AGM for members who haven't voted remotely
  • Physical Attendance: Not permitted - meeting conducted entirely through VC/OAVM
  • Scrutinizer: Mr. Tushar Shridharani of Tushar Shridharani and Associates LLP appointed to oversee voting process

Key Voting Information

  • Record Date: September 21, 2026 (Cut-off date for determining voting rights)
  • Voting Rights: Proportional to shareholding in paid-up equity capital as on record date
  • Result Declaration: Scrutinizer's report to be prepared within three days of AGM conclusion and published on company website

Compliance Statements

The notice confirms compliance with:

  • Companies Act, 2013 and rules thereunder
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Secretarial Standard on General Meetings (SS-2)
  • MCA Circular No. 3/2025 dated September 22, 2025 regarding virtual meetings
  • Various SEBI circulars regarding e-voting and shareholder communication

Financial Information Provided

  • Revenue from Operations: FY2025-26 - ₹1,96,492.02 Lacs, FY2024-25 - ₹1,85,316.64 Lacs
  • Profit/(Loss) before depreciation, interest, exceptional items and tax: FY2025-26 - ₹13,453.40 Lacs, FY2024-25 - ₹11,606.18 Lacs
  • Finance costs: FY2025-26 - ₹4,844.57 Lacs, FY2024-25 - ₹7,160.79 Lacs
  • Profit/(Loss) after tax: FY2025-26 - ₹123.62 Lacs, FY2024-25 - (₹2,175.95) Lacs

Additional Information

  • The notice and annual report are being sent electronically to members with registered email addresses
  • Hard copies available upon request
  • Advertisement regarding AGM details to be published in one English and one Marathi newspaper
  • Members can inspect documents referred to in the notice electronically without fee
  • Detailed instructions provided for remote e-voting and VC/OAVM participation
  • Company has designated investors@somaiya.com for investor queries and grievance redressal