Meeting Details

  • Date: Wednesday, 16th September, 2026
  • Time: 11:30 A.M. Indian Standard Time (IST)
  • Mode: Video Conferencing (VC) / Other Audio-Visual Means (OAVM)
  • Deemed Venue: Registered Office of the Company at Plot No. 133, Sector - 24, Faridabad - 121005, Haryana
  • Cut-off Date: 9th September 2026 for determining shareholders eligible to vote

Proposed Resolutions and Implications

Ordinary Business

1. Adoption of Financial Statements: To receive, consider and adopt the Audited IND AS Financial Statements (Standalone & Consolidated) for the financial year ended 31st March, 2026 together with reports of Board of Directors and Auditors.

2. Dividend Declaration: To declare dividend @85% i.e. ₹0.85 per Equity Share (on fully paid-up equity share of ₹1 each) for payment to members on the register as of 9th September 2026.

3. Director Re-appointment: Re-appointment of Mr. Nishant Arya (DIN: 00004954) as a Director liable to retire by rotation.

Special Business

4. Cost Auditor Remuneration Ratification: Ratification of remuneration of ₹2,50,000 plus applicable tax and out-of-pocket expenses payable to M/s. Jitender, Navneet & Co. (FRN 000119) as Cost Auditors for FY 2026-27.

5. Securities Issuance Approval: To consider and approve creation, issue, offer and allotment of various securities for aggregate amount not exceeding ₹1,500 Crores through multiple instruments including equity shares, GDRs, ADRs, FCCBs, preference shares, debentures, and other convertible instruments.

6. MD Re-appointment and Remuneration: Re-appointment of Mr. Nishant Arya as Managing Director designated as Vice-Chairman and Managing Director for 3 years from 18th May 2027 to 17th May 2030 with revised remuneration:

  • Basic Salary: ₹65,00,000 per month
  • Perquisites & Allowances: Up to 200% of basic salary
  • Commission: Up to 5% of Net Profit
  • Minimum remuneration payable in case of inadequacy of profits

7. Director Continuation Approval: Approval for continuation of Mr. Praveen Kumar Tripathi (DIN: 02167497) as Independent Director after attaining age 75 years on 15th December 2027 until expiry of current term on 10th July 2029.

Voting Process and Methods

  • Remote E-voting Period: Sunday, 13th September 2026 (9:00 AM IST) to Tuesday, 15th September 2026 (5:00 PM IST)
  • E-voting during AGM: Available for members attending meeting who haven't voted remotely
  • Service Provider: KFin Technologies Limited (KFintech)
  • Voting Methods:
  • Option 1: Through Depositories (NSDL/CDSL) for individual demat holders
  • Option 2: Through KFin system for physical shareholders and non-individual demat holders
  • Option 3: During AGM through integrated VC platform

Key Voting Information

  • Scrutinizer: Mr. Dhananjay Shukla (FCS 5886), Managing Partner of M/s. Dhananjay Shukla & Associates, Company Secretaries (CP No. 8271)
  • Result Declaration: To be placed on company website and KFintech website within 2 working days of AGM conclusion
  • Voting Restrictions: Members can vote only once - remote e-voting takes precedence if both methods used

Compliance with Laws and Regulations

The notice confirms compliance with:

  • Companies Act, 2013 and relevant rules
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • MCA Circulars permitting VC/OAVM meetings
  • SEBI Circulars regarding e-voting and meeting procedures
  • Secretarial Standard-2 on General Meetings

Dividend Payment Details

  • Record Date: 9th September 2026
  • Payment Mode: Electronic only (no physical warrants)
  • Payment Timeline: Within 30 days of declaration
  • TDS Applicability: As per Income Tax Act, 2025 with varying rates for different shareholder categories
  • Unclaimed Dividend: Details of unpaid dividends from previous years provided with transfer dates to IEPF

Additional Information

  • Document Availability: Notice and Annual Report available on company website, stock exchange websites, and KFintech platform
  • Shareholder Queries: To be sent to jbma.investor@jbmgroup.com at least one week in advance
  • Director Profiles: Detailed information provided for directors seeking appointment/re-appointment
  • Explanatory Statement: Comprehensive explanations provided for all special business items
  • IEPF Information: Details of unclaimed dividends and share transfer procedures to IEPF provided

Technical Specifications

  • VC Platform: https://emeetings.kfintech.com
  • Attendance Limit: 1,000 members on first-come-first-serve basis (exceptions for large shareholders, promoters, institutions)
  • Speaker Registration: Required for asking questions during AGM (11th-12th September 2026)
  • Document Inspection: Register of Directors and other documents available for electronic inspection during AGM