Item 1: Adoption of Audited Standalone Financial Statements
Consideration and adoption of Audited Standalone Financial Statements for FY ended March 31, 2026
Together with reports of Board of Directors and Auditors
To be passed as Ordinary Resolution
Item 2: Adoption of Audited Consolidated Financial Statements
Consideration and adoption of Audited Consolidated Financial Statements for FY ended March 31, 2026
Together with report of Auditors
To be passed as Ordinary Resolution
Item 3: Confirmation of Interim Dividend
Confirmation of first interim dividend of ₹10 per equity share (500% on face value of ₹2 each)
For financial year 2025-26, already approved by Board and paid
To be passed as Ordinary Resolution
Item 4: Re-appointment of Director Retiring by Rotation
Re-appointment of Mr. Navin Agarwal (DIN: 00006303) who retires by rotation
As per Article 70 of Articles of Association and Section 152 of Companies Act, 2013
Based on recommendation of Nomination & Remuneration Committee and Board
To be passed as Ordinary Resolution
Item 5: Appointment of Statutory Auditors
Appointment of M/s M S K A & Associates LLP, Chartered Accountants (FRN: 105047W/W101187)
As Statutory Auditors for 5 consecutive years from conclusion of 60th AGM to conclusion of 65th AGM (FY 2026-27 to 2030-31)
Remuneration: ₹1.62 crore for FY 2026-27 (excluding applicable taxes and reimbursement of out-of-pocket expenses)
Remuneration for subsequent years to be decided by Board based on Audit Committee recommendation
To be passed as Ordinary Resolution
Special Business Items
Item 6: Ratification of Cost Auditors Remuneration
Ratification of remuneration of ₹2.90 lakh (excluding applicable taxes and out-of-pocket expenses)
Payable to M/s K.G. Goyal & Company, Cost Accountants (Firm Registration No. 000017)
For conducting audit of cost records for FY ending March 31, 2027
Appointment already made by Board on recommendation of Audit and Risk Management Committee
To be passed as Ordinary Resolution
Item 7: Appointment of Independent Director
Appointment of Dr. Aruna Sharma (DIN: 06515361) as Non-Executive Independent Director
Term: 1 year from May 01, 2026 to April 30, 2027 (both days inclusive)
Originally appointed as Additional Director (Independent) by Board on April 30, 2026
Meets independence criteria under Section 149(6) of Companies Act, 2013 and Regulation 16(1)(b) of Listing Regulations
Registered with Independent Director's databank maintained by Indian Institute of Corporate Affairs
Entitled to sitting fees and commission as determined by Board within statutory limits
To be passed as Special Resolution
Item 8: Re-appointment of CEO & Whole-time Director
Re-appointment of Mr. Arun Misra (DIN: 01835605) as Whole-time Director designated as Chief Executive Officer
Period: 2 months from June 01, 2026 to July 31, 2026
Remuneration Details:
Fixed Pay (C1): INR 544.7 Lakhs
Total Expected Remuneration (C4): INR 1175.3 Lakhs
Includes Annual Bonus (Target Bonus - 150% of Fixed Pay), Benefits as per Company Policy, and Valuation of ESOPs
Other benefits include car with fuel, maintenance, driver expenses, telephones and communication facilities
In case of loss or inadequacy of profits, remuneration payable as per Section 197 and Section II of Part II of Schedule V of Companies Act, 2013
Not entitled to sitting fees for Board/Committee meetings
To be passed as Special Resolution
Voting and Participation Procedures
Remote e-Voting Schedule
Commencement: Wednesday, June 24, 2026, 9:00 AM
End: Sunday, June 28, 2026, 5:00 PM
Platform: NSDL e-Voting system (https://eservices.nsdl.com/)
Helpline: 022-4886 7000 or evoting@nsdl.com
Meeting Access
VC/OAVM facility available 30 minutes before meeting commencement
Limited to 1000 members on first-come-first-served basis (excludes large shareholders, promoters, institutional investors, directors, KMPs, committee chairpersons, auditors)
Speaker registration deadline: Thursday, June 25, 2026, 5:00 PM
Scrutinizer Appointment
CS Manoj Maheshwari (M. No.: FCS 3355; CP No.: 1971) of M/s. V.M. & Associates appointed as Scrutinizer