Meeting Details and Procedures
The AGM will be conducted entirely through virtual means in compliance with MCA General Circular Nos. 14/2020, 17/2020, 20/2020 and subsequent circulars, including SEBI Circular SEBI/HO/CFD/PoD-2/P/CIR/2024/133 dated October 3, 2024. Physical attendance of members has been dispensed with, and the facility for appointment of proxy is not available.
The company provides e-voting facilities through National Securities Depository Limited (NSDL) for all shareholder resolutions. The remote e-voting period commences on Monday, August 24, 2026, at 09:00 A.M. and concludes on Wednesday, August 26, 2026, at 05:00 P.M. Members may also vote during the AGM through the e-voting system if they haven't cast their vote remotely.
Ordinary Business Items
1. Adoption of Financial Statements: To receive, consider, and adopt:
- Audited Standalone Financial Statements for FY ended March 31, 2026, including Balance Sheet, Profit & Loss, Cash Flow Statement, and reports of Board of Directors and Statutory Auditors
- Audited Consolidated Financial Statements for FY ended March 31, 2026, including Consolidated Balance Sheet, Consolidated Profit & Loss, Consolidated Cash Flow Statement, and reports of Statutory Auditors
2. Dividend Declaration: To declare dividend on equity shares as recommended by the Board of Directors at its meeting held on May 26, 2026. The Board has recommended a final dividend of ₹0.90 (90%) per equity share of ₹1/- each face value.
3. Director Re-appointment: To appoint a director in place of Dr. Sunny Sharma (DIN: 02267273) who retires by rotation and being eligible, offers himself for re-appointment.
Special Business Item
4. Re-appointment of Whole-time Director: To approve the re-appointment and remuneration of Mrs. Sandra Saldanha (DIN: 00021023) as a Whole-time Director for a further period of three years with effect from September 25, 2026, through a special resolution.
Remuneration Details for Mrs. Sandra Saldanha
- Monthly Remuneration Breakdown:
- Basic: ₹295,000.00
- Special Allowance: ₹254,654.00
- Leave Travel Allowance: ₹1,000.00
- Medical Allowance: ₹1,250.00
- Provident Fund (12%): ₹35,400.00
- Gratuity (4.81%): ₹14,190.00
- Total Monthly Remuneration: ₹601,494.00
- Total Annual Remuneration: ₹7,217,928.00
Additional benefits include provision of company's car with driver for business use. The remuneration is subject to deduction of tax as per Income Tax Act provisions and shall not exceed limits laid down in Section 197 read with Schedule V of Companies Act, 2013.
Dividend Information
- Record Date: Thursday, August 20, 2026, for determining entitlement to dividend
- Payment Date: On or after September 8, 2026, subject to deduction of tax at source
- Dividend Amount: ₹0.90 per equity share (90% of face value ₹1)
- Unclaimed Dividend Transfer: Dividends for FY 2018-19 remaining unclaimed until November 1, 2026, along with corresponding shares, will be transferred to Investor Education and Protection Fund (IEPF)
Director Information
Mrs. Sandra Saldanha:
- Date of Birth: December 11, 1971 (54 years)
- Qualification: Master of Arts (Sociology)
- Experience: Human Resource Management, Business Development, Projects and Supply Chain Management
- Current Shareholding: 330,456 equity shares
- Current Remuneration: ₹7,069,164.00 per annum
- Board Meeting Attendance: 5 out of 6 meetings in FY 2025-26
Dr. Sunny Sharma:
- Date of Birth: August 31, 1974 (52 years)
- Qualification: MBA & MBBS
- Expertise: Corporate Finance and Investment Banking
- Current Shareholding: Nil
- Board Meeting Attendance: 5 out of 6 meetings in FY 2025-26
Additional Information
- The Notice and Annual Report for 2025-26 are available on the company's website and stock exchange websites
- Members holding physical shares are advised to dematerialize their holdings
- The company has fixed August 20, 2026, as the cut-off date for determining eligibility to vote
- Detailed instructions for e-voting and joining the virtual meeting are provided in the notice
- Comprehensive TDS guidelines for dividend payments to both resident and non-resident shareholders are included
Financial Impact
The dividend declaration represents a cash outflow subject to shareholder approval. The director remuneration represents an ongoing operational expense as disclosed.