Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Meeting Details

  • Date: Tuesday, 22nd September, 2026
  • Time: 12:30 p.m.
  • Location: Conducted through Video Conferencing (VC)/Other Audio-Visual Means (OAVM)
  • Type: 12th Annual General Meeting
  • Cut-off Date: Tuesday, 15th September, 2026 for determining members eligible to vote

Proposed Resolutions and Implications

Ordinary Business

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

2. Declaration of Final Dividend of ₹0.55 per equity share (face value ₹10 each) for FY 2025-26

3. Re-appointment of Dr. Chetan Shah (DIN: 02253886) who retires by rotation

4. Re-appointment of Mr. Kalpesh Patel (DIN: 01066992) who retires by rotation

Special Business

5. Re-appointment of Cost Auditor: M/s P.K. Chatterjee & Associates at fees of ₹1,00,000 plus applicable taxes for FY 2026-27

6. Revision in Remuneration of Dr. Chetan Shah: Special Resolution to revise remuneration effective 1st April, 2026 for remaining tenure until 5th August, 2027 with:

  • CTC: Up to ₹50,00,000 per month
  • Total remuneration/benefits not exceeding ₹6,00,00,000 per annum
  • Detailed perquisites structure across Categories A, B, and C

7. Re-appointment of Dr. Chetan Shah: Special Resolution for reappointment as Chairman and Managing Director for 3 years from 6th August, 2027 to 5th August, 2030 on same remuneration terms as Resolution 6

8. Re-appointment of Mr. Piyush Chandak: Special Resolution for reappointment as Whole-Time Director for 3 years from 1st September, 2027 to 31st August, 2030 with:

  • CTC: ₹2,50,000 per month
  • Total remuneration not exceeding ₹30,00,000 per annum

9. Inter-corporate Loans to Solex Green Energy: Special Resolution to grant loans up to ₹200 crore to subsidiary company

10. Loans/Investments to Solex Green Energy: Special Resolution for loans, guarantees, securities, and investments up to ₹200 crore aggregate outstanding

11. Loans/Investments to Solex New Energy: Special Resolution for loans, guarantees, securities, and investments up to ₹500 crore aggregate outstanding

12. Related Party Transactions: Ordinary Resolution for material transactions with Solex Green Energy up to ₹300 crore during FY 2026-27

13. Borrowing Limits Increase: Special Resolution to increase borrowing limit under Section 180(1)(c) to ₹2,000 crore outstanding at any time

Voting Process and Methods

  • Remote e-voting period: Saturday, 19th September, 2026 at 9:00 AM to Monday, 21st September, 2026 at 5:00 PM
  • Voting service provider: National Securities Depository Limited (NSDL)
  • Voting methods: Remote e-voting and e-voting during AGM
  • Shareholder eligibility: Members registered as of cut-off date (15th September, 2026)
  • Book closure: 16th September to 21st September, 2026 (both days inclusive)

Key Voting Outcomes

The document provides detailed voting instructions but does not contain actual voting results as this is the notice preceding the meeting.

Scrutinizer's Role

The Company has appointed NSDL as the authorized agency for e-voting services. The scrutinizer's details are not explicitly mentioned in this notice document.

Compliance with Laws and Regulations

The notice confirms compliance with:

  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Companies Act, 2013 and relevant rules
  • Ministry of Corporate Affairs Circulars including General Circular No. 09/2024
  • SEBI Circular No. SEBI/HO/CFD/CFDPoD-2/P/CIR/2024/133 dated 3rd October, 2024
  • Secretarial Standard on General Meetings (SS-2)

Additional Financial Information

The document includes comprehensive financial performance data:

  • FY 2025-26 Consolidated: Total Income ₹16,211.32 million, Profit After Tax ₹982.52 million
  • FY 2025-26 Standalone: Total Income ₹15,584.67 million, Profit After Tax ₹888.98 million
  • Director shareholding: Dr. Chetan Shah (737,456 shares), Piyush Chandak (181,968 shares), Kalpesh Patel (559,950 shares)
  • Related party transactions: FY 2025-26 total ₹83.88 crore with Solex Green Energy

Explanatory Statements

Detailed explanatory statements are provided for each special resolution covering:

  • Justification for remuneration revisions
  • Business rationale for loans and investments
  • Arm's length nature of related party transactions
  • Compliance with Schedule V of Companies Act, 2013
  • Industry benchmarking for executive compensation

Shareholder Instructions

Comprehensive instructions provided for:

  • Remote e-voting through NSDL platform
  • Joining virtual meeting through VC/OAVM
  • Technical support contacts for NSDL and CDSL
  • Document requirements for institutional shareholders
  • Process for shareholders with unregistered email IDs