Meeting Details

The 49th Annual General Meeting will be held on Wednesday, September 30, 2026 at 3:00 PM through Video Conference/Other Audio-Visual Means facility. The registered office at 1st Floor, Punnaiah Plaza, Road No. 2, Banjara Hills, Hyderabad, Telangana – 500034 shall be deemed venue.

Ordinary Business

Item 1: To receive, consider and adopt the Audited Balance Sheet as at March 31, 2026, Statement of Profit and Loss Account, Cash Flow Statement with Reports of Board of Directors and Auditors.

Special Business

Item 2: Increase in Authorised Share Capital

  • Proposed increase from ₹10,00,00,000 (1 crore equity shares of ₹10 each) to ₹100,00,00,000 (10 crore equity shares of ₹10 each)
  • Requires amendment to Clause V of Memorandum of Association
  • Ordinary Resolution required under Sections 13, 14, 61, 64 of Companies Act, 2013

Item 3: Preferential Issue for Non-Promoters (Consideration Other than Cash)

  • Issue of up to 2,05,00,000 equity shares of ₹10 each at ₹10 per share (aggregating ₹20,50,00,000)
  • For acquisition of 100% shareholding of Shakti Auto Industries Private Limited (10,00,000 equity shares)
  • Allottees: Shakti Tiwari (1,47,29,250 shares), Rupam Tiwari (47,45,750 shares), Amrendra Kumar Tiwari (10,25,000 shares)
  • Current status: Non-Promoter → Proposed status: Promoter Group for all allottees
  • Relevant date for pricing: August 31, 2026
  • Lock-in period as per SEBI ICDR Regulations
  • Valuation by Bhavesh M. Rathod, Chartered Accountant and Registered Valuer
  • SAIPL valuation: ₹20.50 crore
  • SAIPL business: Aluminum recycling company with 60,000 MT annual capacity, operates from 8-acre facility in Pune

Item 4: Preferential Issue for Promoter/Promoter Group/Non-Promoters (Cash Consideration)

  • Issue of up to 7,21,65,000 equity shares of ₹10 each at ₹10 per share (aggregating ₹72,16,50,000)
  • Funds utilization: ₹12 crore for capex, ₹25.165 crore for working capital, ₹30 crore for subsidiary loan repayment, ₹5 crore for general corporate purposes
  • 27 allottees including Yoga Builders Private Limited (1,70,00,000 shares), Scaffold Properties Private Limited (1,05,00,000 shares)
  • Relevant date for pricing: August 31, 2026
  • Lock-in period as per SEBI ICDR Regulations

Item 5: Regularization of Mitesh Kothari as Chairperson and Managing Director

  • DIN: 00089076
  • Tenure: 5 years from conclusion of AGM
  • Remuneration: Up to ₹60,00,000 per annum including perquisites
  • Change from Chairman and Managing Director (Additional) to Chairperson and Managing Director

Item 6: Regularization of Shakti Tiwari as Executive Director

  • DIN: 03085764
  • Appointed as Additional Director on August 14, 2026
  • Tenure: 5 years from August 14, 2026
  • Liable to retire by rotation

Item 7: Regularization of Jigna Rajiv Shah as Executive Director

  • DIN: 02627958
  • Appointed as Additional Director on August 14, 2026
  • Tenure: 5 years from August 14, 2026
  • Liable to retire by rotation

Item 8: Regularization of Rahul Visaria as Non-Executive Independent Director

  • DIN: 05005279
  • Appointed as Additional Director on August 14, 2026
  • Tenure: 5 years from August 14, 2026 to August 13, 2031
  • Submitted declaration of independence

Item 9: Regularization of Deepak Gandhi as Non-Executive Independent Director

  • DIN: 01627471
  • Appointed as Additional Director on August 14, 2026
  • Tenure: 5 years from August 14, 2026 to August 13, 2031
  • Submitted declaration of independence

Item 10: Regularization of Pradeep Kumar as Non-Executive Independent Director

  • DIN: 10671085
  • Appointed as Additional Director on August 14, 2026
  • Tenure: 5 years from August 14, 2026 to August 13, 2031
  • Submitted declaration of independence

Item 11: Borrowing Limits under Section 180(1)(c)

  • Approval for borrowing up to ₹500,00,00,000
  • Borrowings may exceed aggregate of paid-up capital, free reserves and securities premium
  • Excludes temporary loans from bankers in ordinary course

Item 12: Creation of Charges under Section 180(1)(a)

  • Authorization to create mortgages/charges on movable/immovable properties
  • Security for loans up to ₹500 crore including interest and other charges

Item 13: Change of Company Name

  • From "TMT INDIA LIMITED" to "SHAKTI AUTO INDUSTRIES LIMITED"
  • Amendment to name clause in Memorandum of Association

Item 14: Shifting of Registered Office

  • From Telangana to Maharashtra
  • New address: Office No. 711-712, One Platinum, Plot No. 8, Sector 15, CBD Belapur Navi Mumbai, Maharashtra 400614
  • Requires Central Government approval

Item 15: Adoption of New Memorandum of Association

  • Expansion of object clause to include automobile parts, automobiles, ferrous/non-ferrous metals, metal scraps, plastic recycling
  • New Clause III(A) with 6 main objects
  • Substitution of Clause III(B) with 43 sub-clauses
  • Deletion of Clause III(C)

Item 16: Adoption of New Articles of Association

  • Based on Table F of Schedule I to Companies Act, 2013
  • Replacement of existing Articles

Shareholding Pattern Impact

  • Pre-issue capital: 49,53,800 equity shares
  • Post preferential issues (assuming full subscription): 9,76,18,800 equity shares
  • Promoter holding changes from 68.21% to 73.12%
  • Public holding changes from 31.79% to 26.88%

Voting Arrangements

  • E-voting period: September 27, 2026 (9:00 AM) to September 29, 2026 (5:00 PM)
  • Cut-off date: September 23, 2026
  • Scrutinizer: CS Jaymin Piyushbhai Modi of M/s. Jaymin Modi & Co.
  • Register of Members closed from September 24-30, 2026