Meeting Details

The 61st Annual General Meeting of Ramco Industries Limited was held on Thursday, August 20, 2026, from 11:30 AM to 12:11 PM through Video Conferencing (VC) in compliance with circulars issued by the Ministry of Corporate Affairs and Securities and Exchange Board of India.

Attendance

Directors Present:

  • Shri P.R. Venketrama Raja (Chairman) - In Person
  • Shri P.V. Abinav Ramasubramaniam Raja (Managing Director) - In Person
  • Shri S.S. Ramachandra Raja (Non Executive Non Independent Director) - Through VC
  • Shri N.K. Shrikantan Raja (Non Executive Non Independent Director) - Through VC
  • Shri Ajay Bhaskar Baliga (Independent Director & Audit Committee Chairperson) - Through VC
  • Shri Hariharan Thiagarajan (Independent Director) - Through VC
  • Justice Shri P.P.S. Janarthana Raja (Retd.) (Independent Director & Nomination and Remuneration Committee Chairperson) - In Person
  • Smt. Soundara Kumar (Independent Director) - Through VC

Key Management Personnel in Attendance:

  • Shri S. Balamurugasundaram (Company Secretary & Legal Head) - In Person
  • Shri Prem G Shanker (Chief Executive Officer) - In Person
  • Shri K. Sankaranarayanan (Chief Financial Officer) - In Person

Scrutiniser:

  • Shri K. Srinivasan, Chartered Accountant, Partner - M/s. M.S.Jagannathan & N.Krishnaswami, Chartered Accountants - Through VC

Shareholder Participation:

57 members holding 4,03,38,413 shares attended through video conferencing.

Procedural Matters

The Secretary confirmed:

  • Registers required under Companies Act, 2013 were made available electronically for inspection
  • Certificate dated May 27, 2026 obtained from Secretarial Auditors regarding Employee Stock Option Schemes compliance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021
  • Financial Statements, Auditors' Reports, and Secretarial Auditor's Report were circulated and taken as read
  • No qualifications, observations, or adverse comments in Statutory Auditors' Report or Secretarial Audit Report
  • E-voting facility was available from August 17, 2026 (9:00 AM) to August 19, 2026 (5:00 PM)
  • Members could cast votes during the meeting until 15 minutes after conclusion

Business Transacted

Ordinary Business

Resolution 1: Adoption of Financial Statements

Adoption of Company's Separate and Consolidated Audited Financial Statements for the year ended March 31, 2026.

Voting Results:

  • Total Shares: 86,841,560
  • Votes Polled: 59,959,625 (69.0449% of outstanding shares)
  • Votes in Favor: 59,959,494 (99.9998% of votes polled)
  • Votes Against: 131 (0.0002% of votes polled)
  • Resolution: PASSED

Resolution 2: Declaration of Dividend

Declaration of Dividend for the year 2025-26 at the rate of ₹1.25 per share, payable to shareholders whose names appear in the Register of Members and Register of Beneficial Owners as on August 13, 2026.

Voting Results:

  • Total Shares: 86,841,560
  • Votes Polled: 59,992,498 (69.0827% of outstanding shares)
  • Votes in Favor: 59,992,483 (100% of votes polled)
  • Votes Against: 15 (0% of votes polled)
  • Resolution: PASSED

Resolution 3: Reappointment of Director

Reappointment of Shri P.R. Venketrama Raja (DIN: 00331406) as a Director liable to retire by rotation, pursuant to Section 159 of the Companies Act.

Voting Results:

  • Total Shares: 86,841,560
  • Votes Polled: 59,992,498 (69.0827% of outstanding shares)
  • Votes in Favor: 59,992,483 (100% of votes polled)
  • Votes Against: 15 (0% of votes polled)
  • Resolution: PASSED

Special Business

Resolution 4: Ratification of Cost Auditor Remuneration

Ratification of remuneration of ₹3,00,000 (exclusive of applicable GST and out-of-pocket expenses) to M/s. N. Sivashankaran & Co., Cost Accountants (Firm Registration No. 100662) as Cost Auditors for the financial year 2026-27 for auditing cost records relating to manufacture of Fibre Cement Products and Cotton Yarn.

Voting Results:

  • Total Shares: 86,841,560
  • Votes Polled: 59,992,498 (69.0827% of outstanding shares)
  • Votes in Favor: 59,992,483 (100% of votes polled)
  • Votes Against: 15 (0% of votes polled)
  • Resolution: PASSED

Additional Information

  • The Chairman delivered a speech reviewing company performance
  • 4 out of 9 registered speaker shareholders attended and raised queries, which were addressed by the CEO
  • E-voting closed at 12:28 PM on August 20, 2026
  • Minutes were signed by S. Balamurugasundaram (Company Secretary & Legal Head) on September 7, 2026
  • Chairman P.R. Venketrama Raja initialed the minutes