Meeting Details

  • Date: Tuesday, July 21, 2026
  • Time: 5:30 P.M. (IST)
  • Location: Conducted through Video Conferencing (VC) / Other Audio-Visual Means (OAVM)
  • Type: 43rd Annual General Meeting
  • Deemed Venue: Registered Office at 33-Nariman Bhavan, 227-Nariman Point, Mumbai 400021
  • Record Date: Tuesday, July 14, 2026 for determining entitlement to dividend and voting rights
  • Register Closure: Wednesday, July 15, 2026 to Tuesday, July 21, 2026 (both days inclusive)

Proposed Resolutions and Implications

Ordinary Business:

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

2. Confirmation of Interim Dividend and Declaration of Final Dividend:

  • To confirm interim dividend of ₹2.50 per equity share (250%) declared during FY 2025-26 on 3,24,50,000 fully paid-up equity shares
  • To declare final dividend of ₹3.00 per equity share (300%) on 3,24,50,000 fully paid-up equity shares for FY 2025-26

3. Re-appointment of Director: To re-appoint Mr. Kumar Jay Modi (DIN: 00059396), Joint Managing Director, who retires by rotation

Special Business:

4. Ratification of Cost Auditors' Remuneration: To ratify remuneration of ₹60,000 payable to M/s. N. Ritesh & Associates (Firm Registration No. 100675) for conducting cost audit for FY 2026-27

5. Approval of Material Related Party Transaction:

  • To approve transactions with Modison Copper Private Limited (related party)
  • Aggregate value up to ₹8,000 lakhs for period from 43rd AGM to 44th AGM in 2027
  • Transactions include purchase/sale of goods, availing/rendering services
  • Modison Copper Private Limited holds 1.26% of company's paid-up equity share capital
  • Previous transactions with MCPL during FY 2025-26 amounted to ₹5,041.74 lakhs
  • Value represents 11.27% of company's annual consolidated turnover (₹70,957.70 lakhs for FY 2025-26)
  • Value represents 48.76% of MCPL's annual turnover (₹16,406.88 lakhs for FY 2025-26)

6. Approval for Borrowing Limits:

  • Special resolution to enhance borrowing limits under Section 180(1)(c) of Companies Act, 2013
  • To borrow up to ₹50,000 lakhs (increased from previous limit of ₹30,000 lakhs)
  • Borrowings may exceed aggregate of paid-up capital, securities premium and free reserves

7. Approval for Creation of Charge/Mortgage:

  • Special resolution under Section 180(1)(a) of Companies Act, 2013
  • To create charge, mortgage, hypothecation on company assets for securing borrowings
  • Total amount not to exceed ₹50,000 lakhs

Voting Process and Methods

  • Voting Methods: Remote e-voting and e-voting during AGM
  • Remote e-voting Period: Friday, July 17, 2026 (9:00 AM IST) to Monday, July 20, 2026 (5:00 PM IST)
  • E-voting during AGM: Tuesday, July 21, 2026 (5:30 PM IST) until 30 minutes after conclusion of meeting
  • E-voting Service Provider: National Securities Depository Limited (NSDL)
  • Scrutinizer: M/s. Ragini Chokshi & Co., Practicing Company Secretaries
  • Results Declaration: To be declared to stock exchanges within stipulated timeframe and placed on company website

Dividend Details

  • Final Dividend Rate: ₹3.00 per equity share of ₹1.00 each (300%)
  • Payment Date: On or before Thursday, August 20, 2026
  • Payment Mode: Electronic mode only
  • TDS Applicability: Tax will be deducted at source as per Income Tax Act, 2025
  • Unclaimed Dividend: Dividends unclaimed for 7 consecutive years will be transferred to Investor Education and Protection Fund (IEPF)

Compliance with Laws and Regulations

The notice confirms compliance with:

  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Companies Act, 2013
  • MCA Circulars regarding virtual meetings (General Circular Nos. 14/2020, 17/2020, 20/2020, and 03/2025)
  • Secretarial Standard-2 on General Meetings
  • All applicable rules and regulations governing AGM procedures

Additional Information

  • The notice along with annual report has been sent electronically to members with registered email addresses
  • Physical copies available on request to shareholder@modison.com
  • Documents available on company website (www.modisonltd.com), stock exchange websites (BSE, NSE), and NSDL website
  • Members can submit questions in advance until Monday, July 13, 2026 (5:00 PM IST)
  • Speaker registration open from Wednesday, July 15, 2026 to Friday, July 17, 2026