Key Quantitative Figures

  • Cost Auditor Remuneration: ₹40,000 plus applicable taxes for FY 2026-27
  • RB Industries RPT Approval: Aggregate value not exceeding ₹10,00,00,00,000 (₹1,000 crore)
  • Ricon Industries RPT Approval: Aggregate value not exceeding ₹10,50,00,00,000 (₹1,050 crore)
  • Ricon Textile Limited RPT Approval: Aggregate value not exceeding ₹2,00,00,00,000 (₹200 crore)
  • Nirmit Dalmia Remuneration: ₹4,00,000 per month
  • Cut-off date for voting rights: July 29, 2026

Dates of Action

  • AGM Date: Wednesday, August 5, 2026 at 11:30 AM IST
  • Remote e-voting period: August 2, 2026 (9:00 AM) to August 4, 2026 (5:00 PM)
  • Board Meeting Date: July 11, 2026 (for approval of AGM items)
  • Financial Year Ended: March 31, 2026

Parties Involved

  • Stock Exchanges: BSE Limited, National Stock Exchange of India Limited
  • Cost Auditor: M/s V.M. Patel & Associates, Practising Cost Accountants (Firm Registration No. 101519)
  • Related Parties: RB Industries, Ricon Industries, Ricon Textile Limited
  • E-voting Agency: National Securities Depository Limited (NSDL)
  • Scrutinizer: Mr. Bhaveshkumar Arjunkumar Rawal, Practicing Company Secretary
  • Registrar and Transfer Agent: M/s. Bigshare Services Private Limited

Business Items for Approval

Ordinary Business

1. Adoption of Audited Standalone and Consolidated Financial Statements for FY ended March 31, 2026 with Directors' and Auditors' Reports

2. Reappointment of Mr. Nirmit Dalmia as Whole-time Director (DIN: 10751198) liable to retire by rotation

Special Business

3. Ratification of remuneration of Cost Auditor M/s V.M. Patel & Associates at ₹40,000 plus taxes for FY 2026-27

4. Approval of related party transactions with RB Industries for aggregate value up to ₹1,000 crore

5. Approval of related party transactions with Ricon Industries for aggregate value up to ₹1,050 crore

6. Approval of related party transactions with Ricon Textile Limited for aggregate value up to ₹200 crore

Detailed RPT Information

RB Industries Transactions

  • Relationship: Subsidiary (20% share of profit/loss held directly)
  • FY25-26 Transactions: ₹3823.48 lakh (purchase of goods), ₹416.00 lakh (job work services), ₹247.04 lakh (interest on capital), ₹0.15 lakh (sub-lease), ₹36.00 lakh (lease rent of machinery)
  • FY26-27 Transactions (until June 30, 2026): ₹56.34 lakh (interest on capital), ₹21.24 lakh (rent expense)
  • Proposed Transaction Breakdown: 51% purchase of goods/materials, 38% sale/supply of goods, 11% investment
  • Related Party Financials (FY25-26): Revenue ₹6,193.88 lakh, PAT ₹54.25 lakh, Net worth ₹3,635.61 lakh

Ricon Industries Transactions

  • Relationship: Subsidiary (66.66% shares held directly/indirectly)
  • FY25-26 Transactions: ₹8,636.66 lakh (purchase of goods), ₹436.97 lakh (interest on capital), ₹1,091.24 lakh (sale of goods)
  • FY26-27 Transactions (until June 30, 2026): ₹120.70 lakh (interest on capital), ₹3,908.99 lakh (purchase of goods), ₹692.45 lakh (sale of goods)
  • Proposed Transaction Breakdown: 69% purchase of goods/materials, 19% sale/supply of goods, 12% investment
  • Related Party Financials (FY25-26): Revenue ₹22,154.15 lakh, PAT ₹886.25 lakh, Net worth ₹9,893.63 lakh

Ricon Textile Limited Transactions

  • Relationship: Subsidiary (67% share capital held directly)
  • FY25-26 Transactions: ₹367.72 lakh (unsecured loan), ₹335 lakh (investment)
  • FY26-27 Transactions (until June 30, 2026): ₹10.29 lakh (unsecured loan)
  • Proposed Transaction Breakdown: 37% purchase of goods/materials, 14% sale/supply of goods and services, 49% unsecured loan
  • Related Party Financials (FY25-26): Revenue ₹3,337.36 lakh, PAT ₹205.29 lakh, Net worth ₹719.07 lakh
  • Loan Terms: 9% interest per annum, repayable on demand, unsecured

Director Information

  • Mr. Nirmit Dalmia: Age 24, Bachelor of Science (Economics) from University of Warwick, UK, 2+ years experience in economic analysis and corporate planning, first appointed September 30, 2024
  • Relationship: Son of Mr. Amit Dalmia (Chairman and MD), nephew of Mr. Deepak Dalmia (Whole-time Director)

Meeting Logistics

  • Mode: Video Conferencing/Other Audio-Visual Means (VC/OAVM)
  • Attendance: Limited to 1,000 members on first-come-first-served basis (excludes large shareholders, promoters, institutional investors, directors, KMPs, committee chairpersons, auditors)
  • Voting: Remote e-voting via NSDL from August 2-4, 2026, with e-voting facility available during AGM
  • Quorum: Members attending through VC/OAVM will be counted for quorum under Section 103 of Companies Act, 2013

Financial Impact

All related party transactions are stated to be in the ordinary course of business at arm's length basis. The approvals sought are omnibus approvals for transactions between the 16th AGM and 17th AGM. The company justifies these transactions as facilitating operational efficiency, optimum utilization of resources, business synergies, and supporting subsidiary growth plans.