AGM Details

The 62nd Annual General Meeting (AGM) of SPR Auto Technologies Limited is scheduled to be held on Monday, July 27, 2026, at 4:00 p.m. IST through Video Conferencing (VC)/ Other Audio-Visual Means (OAVM). The Registered Office of the Company at 3rd Floor, Himalaya House, 23, Kasturba Gandhi Marg, New Delhi -110 001, shall be the deemed venue.

Ordinary Business

1. Adoption of Financial Statements: To receive, consider, and adopt the audited standalone and consolidated financial statements of the Company for the financial year ended March 31, 2026, along with the reports of the Board of Directors and Auditors.

2. Declaration of Dividend: To declare a final dividend of ₹5.00 per equity share of face value of ₹10 each for FY26. This is in addition to an interim dividend of ₹5.00 per equity share already paid during FY 2025-26.

3. Appointment of Directors:

  • To appoint a Director in place of Mr. Pradeep Dinodia (DIN: 00027995), who retires by rotation and is eligible for re-appointment.
  • To appoint a Director in place of Mr. Yasunori Maekawa (DIN: 06952173), who retires by rotation and is eligible for re-appointment.

Special Business

4. Remuneration of Cost Auditors (Ordinary Resolution): To ratify the remuneration of ₹3,65,000 (plus applicable taxes and out-of-pocket expenses) payable to M/s. Chandra Wadhwa & Co., Cost Accountants (Firm Registration No. 00239), for conducting the audit of the cost records for the financial year ending March 31, 2027.

5. Commission to Chairman (Special Resolution): To approve the payment of commission not exceeding 0.60% of annual profits (before depreciation, donation, and taxes) to the Chairman for the financial year 2026-27. This is part of a broader approval (not exceeding 1% of profits) granted by members on August 1, 2025, for the period from April 1, 2025, to March 31, 2030.

6. Fundraising (Special Resolution): To authorize the Board to raise funds up to an aggregate amount of ₹10,000 Million (Rupees Ten Thousand Million) through the issuance of securities.

  • Instruments: Equity shares or any other eligible securities or any combination thereof, including via a Qualified Institutions Placement (QIP).
  • Purpose: Mainly towards repayment/prepayment of borrowings, capital expenditure, and general corporate purposes.
  • Key Terms:
  • Issuance can be in one or more tranches.
  • Allotment for a QIP must be completed within 365 days from the date of passing this resolution.
  • Securities issued will be listed on BSE and NSE.
  • Pricing for a QIP will be determined as per Chapter VI of the SEBI ICDR Regulations, with a possible discount of not more than 5%.
  • A minimum of 10% of the issue must be allotted to Mutual Funds.
  • No single allottee can be allotted more than 50% of the QIP issue size.
  • The tenure of any convertible securities cannot exceed 60 months.
  • A SEBI-registered credit rating agency will monitor the use of proceeds.

Dividend and Record Date

  • The Board has recommended a final dividend of ₹5 per equity share for FY 2025-26, subject to approval at the AGM.
  • The Record Date for determining entitlement to the final dividend is Monday, July 20, 2026.
  • An interim dividend of ₹5 per share was already paid in February 2026.
  • Dividend will be paid within 30 days of declaration, subject to TDS deductions. Detailed TDS rates and exemption procedures for resident and non-resident shareholders are provided in the notice.
  • Dividend will be paid only through electronic means.

E-Voting and AGM Attendance

  • The remote e-voting period commences on Friday, July 24, 2026 (9:00 a.m. IST) and ends on Sunday, July 26, 2026 (5:00 p.m. IST).
  • E-voting will also be available during the AGM for those attending via VC/OAVM who have not voted remotely.
  • The Scrutinizer for the e-voting process is Ms. Preeti Grover, Practicing Company Secretary.
  • Detailed instructions for shareholders (both demat and physical) to access remote e-voting and the VC facility are provided.

Other Key Information from Notes

  • The notice and annual report are being sent electronically. Physical copies are available upon request.
  • Members are urged to update their PAN, KYC, bank details, and nomination information with their Depository Participants (for demat holdings) or the Company/RTA (for physical holdings).
  • All investor service requests (transmission, transposition, etc.) will be processed only in dematerialized form as per SEBI mandate.
  • Unpaid dividends for FY 2017-18 (₹39,192) and FY 2018-19 (₹27,564.24) have been transferred to the Investor Education and Protection Fund (IEPF).
  • The Online Dispute Resolution (ODR) Portal is available for resolving investor grievances.