AGM Logistics

The 40th Annual General Meeting of UCAL Limited will be held on Tuesday, September 29, 2026, at 04:00 P.M. (IST) through Video Conferencing (VC)/ Other Audio-Visual Means (OAVM). The deemed venue for the AGM is the Registered Office of the Company at 11B/2 (S.P), First Cross Road, Ambattur Industrial Estate, Ambattur, Chennai 600058.

Voting Details

Remote E-Voting Schedule:

  • Start: Friday, September 25, 2026, at 9:00 A.M.
  • End: Monday, September 28, 2026, at 5:00 P.M.

Record Date for Eligibility: Tuesday, September 22, 2026

The facility for voting through an electronic voting system will also be available during the AGM for members who attend and have not cast their votes via remote e-voting. National Securities Depository Limited (NSDL) is the authorized agency providing the e-voting facility. Mr. P. Muthukumaran, Practicing Company Secretary (ICSI Membership no. FCS 11218), Partner, M/s P Muthukumaran and Associates, has been appointed as the Scrutinizer.

Business to be Transacted

ORDINARY BUSINESS

Item No. 1: Adoption of Financial Statements

To receive, consider, and adopt:

  • The Standalone Audited Financial Statements for the year ended March 31, 2026, including the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement, together with reports of the Board of Directors and Auditors.
  • The Consolidated Audited Financial Statements for the year ended March 31, 2026, including the Consolidated Balance Sheet, Consolidated Statement of Profit and Loss, and Consolidated Cash Flow Statement, together with the report of the Auditors.

Item No. 2: Re-appointment of Director

To appoint Mr. Abhaya Shankar (DIN:00008378), who retires by rotation and, being eligible, offers himself for re-appointment as a Director of the Company. This is proposed as an Ordinary Resolution pursuant to Section 152 of the Companies Act, 2013.

SPECIAL BUSINESS

Item No. 3: Payment of Remuneration to Mr. Abhaya Shankar

A Special Resolution is proposed to approve the payment of annual remuneration of ₹ 24,00,000/- (₹2,00,000 per month) to Mr. Abhaya Shankar (DIN:00008378), Non-Executive Non-Independent Director, for the Financial Year 2027-28. This approval is sought pursuant to Regulation 17(6)(ca) of the SEBI LODR Regulations, as the amount exceeds fifty percent of the total annual remuneration payable to all Non-Executive Directors for FY 2027-28.

Item No. 4: Ratification of Remuneration to Cost Auditor

An Ordinary Resolution is proposed to ratify the remuneration payable to Mr. L. Thriyambak, Cost Accountant (Membership No. 40720), appointed as Cost Auditor for FY 2026-27. The ratified amount is ₹ 3,00,000 per annum plus applicable taxes and reimbursement of out-of-pocket expenses incurred during the audit.

Director Information (Annexure A)

A brief resume of Mr. Abhaya Shankar was provided:

  • Qualifications: B.Tech. Mechanical from IIT Kanpur and MBA from IIM Kolkata.
  • Experience: Over four decades as a Management Professional, including 22 years as head of organizations. Expertise in strategy, sales & marketing, organizational health, disinvestments, M&A, and joint ventures.
  • Current Directorships in Listed Companies: Munjal Showa Limited, Kellton Tech Solutions Limited, SriHavisha Hospitality and Infrastructure Limited (w.e.f. 20.09.2025).
  • Board Meeting Attendance (FY 2025-26): 7 out of 7 meetings.
  • Shareholding in UCAL Limited: Nil.
  • Resignations (Past 3 Years): Resigned from Sri Havisha Hospitality and Infrastructure Limited on 28.06.2025.

Dividend and IEPF Information

Pursuant to Sections 124(5) and 125 of the Companies Act, 2013, the notice provides particulars of unclaimed dividends and their due dates for transfer to the Investor Education and Protection Fund (IEPF):

  • FY 2018-19: Dividend ₹9.00 per share; Unclaimed amount ₹8,14,410; Last claim date 05.11.2026; IEPF transfer date 04.12.2026.
  • FY 2020-21: Dividend ₹2.00 per share; Unclaimed amount ₹2,58,731; Last claim date 05.11.2028; IEPF transfer date 04.12.2028.
  • FY 2021-22: Dividend ₹2.00 per share; Unclaimed amount ₹2,60,001; Last claim date 04.10.2029; IEPF transfer date 03.11.2029.
  • FY 2022-23: Dividend ₹2.00 per share; Unclaimed amount ₹1,91,867; Last claim date 04.11.2030; IEPF transfer date 03.12.2030.

No dividend was declared for FY 2019-20, 2023-24, and 2024-25. Unpaid dividends for financial years up to 2017-18 have already been transferred to the IEPF.

Document Availability

The Notice of AGM and the Annual Report for 2025-26 have been dispatched to eligible shareholders (as of the cut-off date August 21, 2026) via e-mail only. These documents are also available on the company's website at https://ucal.com/investor-portal/ and on the websites of BSE (www.bseindia.com), NSE (www.nseindia.com), and NSDL (www.evoting.nsdl.com).