AGM Details

The 7th Annual General Meeting will be held on Friday, August 28, 2026, at 11:00 a.m. (IST) at Sheraton Grand Bangalore Hotel at Brigade Gateway, 26/1 Dr. Rajkumar Road, Malleswaram-Rajajinagar, Bengaluru - 560055.

Voting Information

  • Remote e-voting period: Monday, August 24, 2026, at 9:00 a.m. (IST) to Thursday, August 27, 2026, at 5:00 p.m. (IST)
  • Cut-off date for determining voting rights: Friday, August 21, 2026
  • Members can vote electronically through KFin Technologies Limited's platform
  • Physical voting will be available at the AGM venue for those who haven't voted remotely

Ordinary Business Items

Item 1: Adoption of Financial Statements

To receive, consider and adopt the audited financial statements for the financial year ended March 31, 2026, including:

  • Audited Balance Sheet
  • Statement of Profit & Loss Account
  • Cash Flow Statement
  • Reports of Board of Directors and Auditors

Item 2: Declaration of Dividend

To declare a final dividend of ₹8.00 per equity share (400%) of face value ₹2.00 each for FY ended March 31, 2026.

  • Dividend payment date: On and from August 28, 2026
  • Record date: August 21, 2026
  • Dividend subject to tax deduction at source

Item 3: Re-appointment of Director

Re-appointment of Mr. Ismo Antero Haka (DIN: 08598862) who retires by rotation:

  • Non-Executive, Non-Independent Director
  • First appointed: February 25, 2021
  • Age: 63 years (born May 16, 1963)
  • Finnish nationality
  • Holds M.Sc. in Economics from Hanken School of Economics, Finland
  • Currently CFO of Hitachi Energy Ltd
  • Holds directorships in Hitachi Energy Sweden AB and Hitachi Energy (China) Ltd
  • Attended all 5 Board meetings during FY 2025-26
  • Not drawing any remuneration from the company

Special Business Items

Item 4: Ratification of Cost Auditor Remuneration

Approval for payment of remuneration to M/s. Ashwin Solanki & Associates, Cost Accountants:

  • Amount: ₹24,00,000 per annum plus applicable taxes
  • Firm Registration No.: 100392
  • For conducting audit of cost records for FY 2026-27
  • Appointment approved by Board based on Audit Committee recommendation on May 25, 2026

Item 5: Employee Stock Purchase Plan and Restricted Stock Units

Special resolution seeking approval for company's participation in Hitachi Japan's global plans:

ESPP (Employee Stock Purchase Plan)
  • Financial assistance to employees in form of 'Employer Contribution' not exceeding 5% of aggregate paid-up capital and free reserves
  • Employer Contribution capped at 15% of Participant Contribution
  • Maximum financial assistance limit: ₹258.87 crores (5% of paid-up capital ₹8.91 crores + free reserves ₹5,168.42 crores)
  • Enrollment starts October 2026
  • Maximum participant contribution: JPY 100,000 per month (approximately ₹67,762)
RSU (Restricted Stock Units)
  • To be granted to senior and key employees as part of remuneration
  • 3-year vesting period with annual tranches
  • Value and administrative costs borne by the company
  • Replaces existing cash-based Long-Term Incentive Plan
Administrative Details
  • Plan administrator: J.P. Morgan Workplace Solutions through Global Shares Execution Services Limited
  • Execution broker: Instinet (Nomura group company)
  • Custodian: CACEIS Bank through Citibank Tokyo
  • Shares held in nominee accounts at Japan Securities Depository Center (JASDEC)

Dividend Payment Details

  • Payment to commence from August 28, 2026
  • For physical shareholders: Names appearing in Register of Members as on August 21, 2026
  • For demat shareholders: Beneficial owners as per details from NSDL and CDSL as on August 21, 2026
  • TDS applicable as per Income Tax Act, 2025
  • No tax deduction if dividend below ₹10,000 for resident individuals
  • Higher TDS rate of 20% if PAN not provided or inoperative

IEPF and Unclaimed Shares Details

  • 1,07,421 equity shares allotted directly to IEPF account pursuant to Scheme of Arrangement (Demerger)
  • 1,03,502 equity shares still in IEPF account as on August 13, 2025
  • Dividend of ₹6,15,773 (after tax) for FY 2024-25 paid directly to IEPF account
  • Detailed transfer schedule to IEPF provided for various periods from 2020 to 2025

E-Voting Procedure

Detailed voting instructions provided for:

  • NSDL demat account holders
  • CDSL demat account holders
  • Physical shareholders
  • Corporate shareholders
  • Scrutinizer: Mr. Pramod S. M. (FCS 7834) and in absence Mr. Biswajit Ghosh (FCS 8750)

Additional Facilities

  • One-way live webcast of AGM proceedings available
  • Video conferencing facility for members unable to attend physically (registration deadline: August 25, 2026)
  • Speaker registration available for members attending in person

Documents Availability

  • AGM Notice and Integrated Annual Report available on company website and stock exchange websites
  • Register of Directors and contracts available for inspection during business hours until AGM date