AGM Business Items

Ordinary Business:

1. To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ended March 31, 2026, including Audited Balance Sheet as at March 31, 2026, the Statement of Profit & Loss and Cash Flow Statement for the year ended on that date along with the Reports of the Auditors and Directors thereon (Ordinary Resolution).

2. To consider and approve, with or without modification, the appointment of Mr. Ritesh Arora (DIN: 00080156), who retires by rotation and being eligible, offers himself for reappointment (Ordinary Resolution).

Special Business:

3. To consider and ratify, with or without modification, the remuneration payable to the Cost Auditor (Verma Khushwinder & Co.) for the FY 2026-27 at a remuneration of Rs. 45,000/- plus applicable taxes (Ordinary Resolution).

4. To consider and approve the Re-Appointment of Mr. Ritesh Arora (DIN: 00080156) as Managing Director of the Company for five years from 14.12.2026 to 13.12.2031 (Special Resolution).

Remuneration terms for Mr. Ritesh Arora:

  • Salary: Rs. 5,00,000/- per month till 31.03.2027 and Rs. 7,50,000/- per month w.e.f. 01.04.2027 with increment of 7% per annum
  • Perquisites include medical reimbursement (ceiling of one month's salary/year), LTC, electricity bill (max Rs. 50,000/month), maintenance fee for residential property (max Rs. 15,000/month), gratuity (half month's salary per completed year)

5. To consider and approve the revision in the remuneration payable to Mr. Rijul Arora (DIN: 07477956), Wholetime Director of the Company for a period of three years from 01.10.2026 to 30.09.2029 (Special Resolution).

Remuneration terms for Mr. Rijul Arora:

  • Salary: Rs. 5,00,000/- per month w.e.f. 01.04.2027 with an annual increment of 7% per annum
  • Perquisites include medical reimbursement (ceiling of one month's salary/year), LTC, electricity bill (max Rs. 25,000/month), maintenance fee for residential property (max Rs. 10,000/month), gratuity (half month's salary per completed year)

Voting Arrangements

  • The Register of Members and Share Transfer Book will remain closed from 23rd September, 2026 to 28th September, 2026 (both days inclusive)
  • E-voting period begins on 25.09.2026 at 09:00 am and ends on 27.09.2026 at 05:00 pm
  • Cut-off date for voting eligibility: 22.09.2026
  • Mr. Ansh Bhambri, Company Secretary in practice, appointed as Scrutinizer for e-voting process
  • Results of resolutions to be declared within 48 working hours of AGM conclusion

Financial Context

The explanatory statement notes that during the financial year ended March 31, 2026, the profits of the Company may not be adequate for the purpose of calculation of limits under managerial remuneration due to drop in margins and slowdown of demand. The Company has taken significant steps to reduce costs and improve margins, which are already being reflected in the current working. Sales and profits are expected to increase in the current year.

Director Information

Mr. Ritesh Arora (DIN: 00080156) holds 1,810,965 shares in the Company, has over 25 years experience in business management, and last drawn remuneration was Rs. 60,00,000/-. He is the brother of Mr. Rijul Arora (Wholetime Director and CFO).