AGM Schedule and Key Dates

  • AGM Date & Time: September 12, 2026, at 11:30 A.M. IST.
  • Record Date for Dividend Eligibility: August 28, 2026.
  • Cut-off Date for E-Voting: September 04, 2026.
  • Remote E-Voting Period: Commences September 07, 2026 (09:00 A.M. IST) and ends September 11, 2026 (05:00 P.M. IST).

Business to be Transacted

Ordinary Business

1. Adoption of Financial Statements: Resolution to approve and adopt the Standalone and Consolidated Audited Financial Statements for the year ended March 31, 2026, along with the Board's Report and Auditors' Report.

2. Declaration of Dividend: Resolution to declare a dividend of ₹2.50 (25%) per equity share of face value ₹10 for FY26. The dividend will be paid to members on the register as of the Record Date (August 28, 2026) from the profits of the company.

3. Re-appointment of Director (Mr. N. Rangachary): Special Resolution for the re-appointment of Mr. N. Rangachary (DIN: 00054437), a Non-Executive, Non-Independent Director and Chairman, who retires by rotation. He is 88 years old.

4. Re-appointment of Director (Mr. V. Sankaran): Special Resolution for the re-appointment of Mr. V. Sankaran (DIN: 00003141), a Non-Executive, Non-Independent Director, who retires by rotation. He is 83 years old.

Special Business

5. Re-appointment of Mr. D Rajesh Kumar as Joint Managing Director: Special Resolution for the re-appointment of Mr. D. Rajesh Kumar (DIN: 00003126) as Joint Managing Director for a term of five years, effective October 01, 2026, to September 30, 2031.

  • Remuneration Details:
  • Salary: ₹6,50,000 per month, with an annual increment of ₹50,000 per month.
  • Commission: 2.5% of the net profits of the Company, payable annually.
  • Perquisites: Includes House Rent Allowance (50% of salary), Medical Allowance (reimbursement up to one month's salary per year), Leave Travel Concession, Personal Accident Insurance (premium up to ₹50,000 p.a.), Club Fees (for two clubs), contributions to PF/Gratuity funds, and Leave Encashment. No sitting fees for board meetings.
  • The resolution includes provisions for paying the above remuneration as minimum remuneration in case of loss or inadequacy of profits, governed by Schedule V of the Companies Act, 2013.

6. Ratification of Remuneration to Cost Auditor: Ordinary Resolution to ratify the remuneration of ₹1,90,000 per annum (exclusive of taxes) plus out-of-pocket expenses payable to CMA A. R. Ramasubramania Raja (Membership No. 32458) for conducting the cost audit for FY 2026-27.

Important Notes for Shareholders

  • The AGM will be held entirely through VC/OAVM; physical attendance is dispensed with. The deemed venue is the Registered Office in Coimbatore.
  • The Annual Report is available on the company's website and has been sent electronically to shareholders whose email IDs are registered as of August 07, 2026.
  • Dividend Payment: Will be made only in electronic mode as per SEBI regulations. Shareholders must ensure their bank details are updated with their Depository Participants (for demat holdings) or with the RTA, M/s. GNSA Infotech Pvt. Ltd. (for physical holdings).
  • TDS on Dividend: The company will deduct TDS as per Section 393 of the Income-tax Act, 2025. Resident individual shareholders with PAN receiving dividends over ₹10,000 can submit Form No. 121 to the RTA by August 31, 2026, to avoid TDS if not liable to pay tax.
  • Unclaimed Dividend: Details of unclaimed dividends from FY 2018-19 onwards and their due dates for transfer to the Investor Education and Protection Fund (IEPF) are provided. The last date for encashment of the FY 2018-19 dividend is September 14, 2026, with a transfer to IEPF due on October 13, 2026.
  • Dematerialization: Shareholders holding shares in physical form are strongly encouraged to dematerialize them. The company/RTA will issue shares only in dematerialized form for all investor service requests.
  • E-Voting: The company has provided remote e-voting facilities through NSDL. Detailed login instructions for shareholders (both demat and physical) are provided in the notice.

Director Profiles (Seeking Re-appointment)

  • Mr. N. Rangachary (DIN: 00054437): 88 years old. Former IRS officer and first Chairman of IRDA. Holds memberships in ICAI, ICSI, and ICWAI. Holds no shares in the company.
  • Mr. V. Sankaran (DIN: 00003141): 83 years old. Holds an M.Com and memberships in ICWAI and ICSI. Holds no shares in the company.
  • Mr. D. Rajesh Kumar (DIN: 00003126): 55 years old. Holds a BE and an MBA (USA). Has been with the company for over three decades. Holds 262,420 shares (1.48% stake). He is the son of Managing Director Mr. R Doraiswamy and brother of Director Mr. D Vishnu Rangaswamy.

Scrutinizer Appointment

M/s. G V and Associates, Company Secretaries, have been appointed to scrutinize the e-voting process.

Financial Impact

  • Dividend outflow is contingent on profits for the year.
  • The remuneration for the Joint Managing Director is specified and may be treated as minimum remuneration in case of loss.
  • The cost auditor remuneration of ₹1,90,000 is a confirmed outflow for FY27.