Key Dates and Procedures
- AGM Date: Saturday, 11th July 2026 at 03:00 PM IST
- Meeting Mode: Video conferencing (VC) or other audio-visual means (OAVM) as per MCA and SEBI circulars
- Book Closure: Register of Members and Share Transfer Books will remain closed from 4th July 2026 to 6th July 2026 (both days inclusive)
- Record Date: Friday, 3rd July 2026 for dividend entitlement and e-voting eligibility
- E-voting Period: Begins on 8th July 2026 at 09:00 AM and ends on 10th July 2026 at 05:00 PM through NSDL
- Document Distribution: Annual Report including AGM notice sent electronically on 19th June 2026 to members with registered email IDs
Ordinary Business Items
Item 1: Adoption of Financial Statements
To receive, consider and adopt the Financial Statements, Standalone and Consolidated, for the year ended 31st March 2026 and the reports of Auditors and Directors thereon. Proposed as Ordinary Resolution.
Item 2: Re-appointment of Director
To appoint Mr. Vedant Kanoi (DIN: 02102558), Non-executive Director who retires by rotation and offers himself for re-appointment. Proposed as Ordinary Resolution.
Director Details:
- Age: 41 years
- Qualifications: Bachelor's degree in Economics and Business Administration from Carnegie Mellon University, USA
- Experience: Over 16 years in various industries
- Current Remuneration: ₹77,000 sitting fees + ₹3,00,000 remuneration for FY 2025-26
- Shareholding: Nil as of 31.03.2026
- Board Meeting Attendance: 5 out of 5 meetings in FY 2025-26
- Other Directorships: 12 companies including Transcorp Payments Limited, Transwire Forex Limited, Kanoi Agro Industries Pvt Ltd
Item 3: Dividend Declaration
To declare dividend @ 20% of equity shares of ₹2 each fully paid-up, equal to ₹0.40 per share for the year ended March 31, 2026. Proposed as Ordinary Resolution.
Special Business Items
Item 4: Remuneration to Non-Executive and Independent Directors
To approve remuneration to Non-Executive Directors and Independent Directors at ₹75,000 per quarter w.e.f. 1st April 2026 to 31st March 2027. This is in addition to meeting fees and expense reimbursements. Proposed as Special Resolution.
Item 5: Appointment of Secretarial Auditors
To appoint M/s Shivam Bhatt & Co, Peer Reviewed Practicing Company Secretaries (Firm Membership No. F13671, COP No. 22566) as Secretarial Auditors for five consecutive years from FY 2026-27 to FY 2030-31. Proposed as Ordinary Resolution.
Remuneration Details:
- First year: ₹2,44,000 per annum
- Remuneration increase: 10% after every two years during the tenure
- Continuation subject to annual performance review by Company Secretary
Item 6: Revision in Remuneration of Executive Director & CFO
To approve revision in remuneration of Mr. Rajesh Garg, Executive Director & CFO, with effect from 1st April 2026. Proposed as Special Resolution.
Revised Remuneration Structure:
- Revised Fixed Annual CTC: ₹42,56,004 (12% appraisal over existing CTC)
- Performance Linked Annual Incentive: ₹4,00,000 (with ₹1,00,000 advance per quarter for first three quarters)
- Additional Appraisal in lieu of Car Facility: ₹3,50,000
- Special Increment: ₹4,00,000
- Total Annual Remuneration/CTC: ₹54,06,000
Additional Information
- Dividend if declared will be paid to members on the register as of 3rd July 2026
- Dividend taxable in hands of members as per Income Tax Act, 1961 (as amended by Finance Act, 2020)
- Unclaimed dividend for FY 2017-18 already transferred to IEPF; FY 2018-19 unclaimed dividend to be transferred shortly
- Members can join AGM 30 minutes before scheduled time through VC/OAVM
- Facility available for 1000 members on first-come-first-served basis (exceptions for large shareholders, promoters, institutional investors, etc.)
- Physical attendance not required as per MCA circulars
Voting Procedures
Detailed instructions provided for:
- Remote e-voting through NSDL system
- Joining virtual meeting through VC/OAVM
- Login methods for demat account holders (both NSDL and CDSL)
- Physical shareholders voting procedures
- Institutional shareholder voting requirements