AGM Schedule and Details

The 40th AGM will be held on Tuesday, August 11, 2026, at 03:00 p.m. (IST) through Video Conferencing (VC) / Other Audio Visual Means (OAVM).

Key Dates:

  • Cut-off date for Notice/Report entitlement: Friday, July 10, 2026
  • Record Date for Dividend: Friday, July 31, 2026
  • Cut-off date for e-voting eligibility: Friday, July 31, 2026
  • Remote e-voting period: Starts at 9:00 a.m. (IST) on Saturday, August 08, 2026, and ends at 5:00 p.m. (IST) on Monday, August 10, 2026.
  • E-voting website: www.evotingindia.com (CDSL platform)

The Notice of AGM and Annual Report are available at: https://shilchar.com/upload/powerinvestorrelations/annualreport-11082026.pdf

Business to be Transacted

ORDINARY BUSINESS:

1. To consider and adopt the Audited Financial Statements of the Company for the financial year ended March 31, 2026, together with the Reports of the Board of Directors and Auditors thereon.

2. To declare a final dividend of ₹2 (Rupees Two) per equity share of ₹10 (Rupees Ten) each for the financial year 2025-2026, as recommended by the Board of Directors.

3. To reappoint Mr. Alay Jitendra Shah (DIN: 00000000), a Director liable to retire by rotation, as a Director of the Company.

SPECIAL BUSINESS:

4. To appoint M/s. K H Shah & Co. as Cost Auditors of the Company to conduct the audit of cost records for the financial year 2025-2026 and to authorize the Board to fix their remuneration.

5. To reappoint Mr. Alay Jitendra Shah as Whole-Time Director of the Company for a further period of three years with effect from October 1, 2026, to September 30, 2029, and to approve payment of remuneration up to ₹15 lakhs per month along with perquisites and allowances.

The proposed perquisites and allowances for Mr. Shah, which are excluded from the remuneration ceiling, include:

  • Company's contribution to Provident Fund, Superannuation Fund, or Annuity Fund (to the extent not taxable under Income-Tax Act)
  • Gratuity
  • Leave encashment at the end of the tenure

The overall managerial remuneration payable to all executive directors shall not exceed 10% of the net profits of the company computed as per Section 198 of the Companies Act, 2013.

Shareholder Information and Instructions

The Notice and Annual Report are being sent only through electronic mode to members whose email addresses are registered with the Company/RTA/Depositories. The documents are also available on the company's website (www.shilchar.com) and the websites of BSE, NSE, and CDSL.

Members are urged to ensure their KYC details (PAN, contact details, bank account, nomination) are updated with their Depository Participant (for demat holdings) or with the Company/RTA (for physical holdings).

The company has appointed Mr. Kashyap Shah, Practicing Company Secretary, Vadodara, as the Scrutinizer to oversee the e-voting process. The voting results will be placed on the company's website and communicated to the stock exchanges within two working days of the AGM.

Explanatory Statement Highlights

  • The proposal for the reappointment of M/s. K H Shah & Co. as cost auditors is based on their expertise, particularly in pharmaceuticals and engineering sectors, for a remuneration of ₹75,000 plus applicable taxes.
  • The reappointment and revised remuneration of Mr. Alay Jitendra Shah are recommended by the Board based on the recommendation of the Nomination and Remuneration Committee, citing his invaluable contributions to the company's growth, increase in turnover, strong customer relationships, and key role in driving export initiatives.
  • The remuneration for Mr. Shah is stated to be in compliance with the Companies Act, 2013, and Schedule V. The revision is proposed to be effective from October 1, 2026.
  • Mr. Alay Jitendra Shah and his relatives are deemed interested in the resolution concerning his remuneration.

Director Details (Mr. Alay Jitendra Shah)

  • DIN: 00000000
  • Designation: Director liable to retire by rotation
  • Date of Birth: November 11, 1962
  • Date of Appointment: April 1, 1986
  • Qualifications: Bachelor of Science in Electrical Engineering from the University of Illinois, Urbana-Champaign, USA, and Masters in Business Administration from Cass Business School, London, UK.
  • Functional Area: Productions, Finance, Marketing & Administration
  • Current Remuneration: ₹9,00,000 per month
  • Shareholding: 0 Equity Shares
  • Directorships in other companies: AJSHAH ENTERPRISE PRIVATE LIMITED
  • Inter-relationship: Father of Mr. Aashay Alay Shah and Mr. Aatman Alay Shah, who are also directors of the company.