Key Dates and Schedule

  • AGM Date: Monday, September 28, 2026 at 11:30 am IST
  • AGM Mode: Video Conferencing/Other Audio-Visual Means (VC/OAVM)
  • Record Date/Cut-off Date for Voting: September 21, 2026
  • Closure of Register of Members: September 22, 2026 to September 28, 2026 (both days inclusive)
  • E-voting Commencement: September 24, 2026 at 9:00 am IST
  • E-voting End: September 27, 2026 at 5:00 pm IST
  • Dividend Payment Date: On or before October 27, 2026 (if approved)

Business Items to be Transacted

Ordinary Business

1. Adoption of Financial Statements: Consideration and adoption of audited financial statements for FY ended March 31, 2026, along with reports of Board of Directors and Auditors.

2. Declaration of Dividend: Payment of final dividend of ₹3.50 per equity share of ₹10 each for FY 2025-26, amounting to approximately ₹42 lakhs total payout based on current share capital.

3. Re-appointment of Director: Re-appointment of Mr. Dilip R Shah (DIN: 00257242) as Non-Executive Non-Independent Director who retires by rotation. First appointed February 16, 1982, last re-appointed September 27, 2023.

Special Business

4. Remuneration Approval - Janki R Shah (Exceeding 50% Limit): Special resolution for payment of remuneration to Ms. Janki R Shah (DIN: 08686344) exceeding fifty percent of total remuneration payable to all Non-Executive Directors for FY 2026-27.

5. Remuneration Approval - Janki R Shah: Special resolution for payment of remuneration not exceeding ₹62 lakhs per annum to Ms. Janki R Shah for three years commencing April 1, 2027, for professional services related to export business development.

6. Remuneration Approval - Saurabh Mittal: Ordinary resolution for continuation of payment of remuneration to Mr. Saurabh Mittal, Chief Operating Officer, not exceeding ₹86 lakhs per annum for three years commencing October 1, 2026. Mr. Mittal is relative of Ms. Janki R Shah (wife) and Mr. Rajendra R Shah (father-in-law).

  • Remuneration Breakdown:
  • Basic Salary: ₹91,000 per month
  • Allowances: HRA (40% of basic), Medical (₹25,000/mo), Other allowances (₹4,16,750/mo), Washing (₹10,000/mo), Children Education (₹24,000/mo), Magazine (₹30,000/mo), Vehicle (₹40,000/mo), Conveyance (₹40,000/mo)
  • Annual Bonus: Not exceeding one month's basic salary
  • Retirement benefits: PF, Gratuity, other benefits as permissible

7. Consultancy Fees Approval: Ordinary resolution for payment of consultancy fees not exceeding ₹50 lakhs to M/s. Mercury Marketing & Consulting Services (related party) for professional services including new product introduction, technology upgradation, marketing, IT services, accounting, HR, GST compliance, IP advisory, and secretarial services.

8. Continuation of Independent Director: Special resolution for continuation of Mr. Jayantilal Raval (DIN: 10662609) as Non-Executive Independent Director beyond age 75 years (attains 75 on September 20, 2027) up to July 23, 2029.

9. Ratification of Cost Auditor Remuneration: Ordinary resolution to ratify remuneration of ₹43,000 plus applicable taxes to M/s. V. M. Patel & Associates, Cost Accountants (Firm Registration No. 101519) for FY 2026-27 cost audit.

Financial Performance Context (as per Explanatory Statement)

  • Revenue from Operations: ₹7,593.67 lakhs (2025-26) vs ₹7,510.12 lakhs (2024-25)
  • Profit Before Tax: ₹663.72 lakhs (2025-26) vs ₹466.17 lakhs (2024-25)
  • Profit After Tax: ₹483.40 lakhs (2025-26) vs ₹314.49 lakhs (2024-25)
  • Paid-up Equity Capital: ₹120 lakhs
  • Reserves & Surplus: ₹5,687.63 lakhs (2025-26) vs ₹5,236.92 lakhs (2024-25)
  • EPS: ₹40.28 (2025-26) vs ₹26.21 (2024-25)
  • Export Performance: ₹2,472.32 lakhs (2025-26) vs ₹2,084.29 lakhs (2024-25)

Corporate Governance Details

  • Board Committees: Mr. Jayantilal Raval chairs Nomination & Remuneration Committee and serves on Audit, CSR, and Stakeholder Relationship Committees
  • Director Shareholding:
  • Mr. Dilip R Shah: 84,850 shares
  • Ms. Janki R Shah: 1,04,000 shares
  • Mr. Jayantilal Raval: No shares
  • Scrutinizer: Mr. Nrupang Dholakia of Dholakia & Associates LLP appointed to scrutinize e-voting process

Regulatory Compliance Information

  • Electronic Communication: Notice and Annual Report sent electronically to members with registered email addresses
  • IEPF Transfers: During the year, transferred 1,600 equity shares of 13 members and unclaimed dividend of ₹91,497 (pertaining to FY 2017-18) to IEPF
  • Unclaimed Shares: No shares in Suspense Escrow Demat Account as of March 31, 2026
  • Dividend Payment: Will be made only through electronic mode as mandated by SEBI
  • Physical Share Transfers: Company has stopped accepting fresh transfer requests for physical securities; all transfers must be in dematerialized form

Voting and Participation Arrangements

  • Remote E-voting: Through NSDL platform from September 24-27, 2026
  • VC/OAVM Facility: Available for first 1,000 members on first-come basis (excludes large shareholders, promoters, institutional investors, directors, KMPs, committee chairs, auditors)
  • Member Registration: Members must register by September 22, 2026, to speak during AGM
  • Institutional Members: Required to submit board resolutions authorizing representatives to attend and vote

Additional Information

  • Company Website: www.mercurylabs.com
  • RTA: MUFG Intime India Private Limited, Vadodara
  • Compliance Officer: Krishna Shah, Company Secretary & Compliance Officer