Uttam Sugar 31st AGM Approves 25% Dividend, Director Reappointments

Meeting Details

The 31st Annual General Meeting will be held on Friday, 18th September, 2026 at 12:00 Noon through Video Conferencing/Other Audio Visual Means (VC/OAVM) facility. The meeting will be conducted virtually without physical presence of members in compliance with MCA General Circular No. 03/2025 dated 22 September 2025 and SEBI circulars.

Proposed Resolutions and Implications

Ordinary Business:

1. Adoption of Audited Standalone Financial Statements for FY 2025-26 with Reports of Board of Directors and Auditors

2. Adoption of Audited Consolidated Financial Statements for FY 2025-26 with Reports of Auditors

3. Declaration of Final Dividend of 25% (₹2.50 per equity share of ₹10 face value) for FY 2025-26

4. Re-appointment of Mr. Shankar Lal Sharma (DIN: 09018381) as Director liable to retire by rotation

Special Business:

5. Re-appointment of Mr. Shankar Lal Sharma as Whole Time Director (Executive Director) for 3 years from 1st January 2027 to 31st December 2029 with remuneration of ₹99.20 lakhs per annum

6. Re-appointment of Mr. Raj Kumar Adlakha (DIN: 00133256) as Managing Director for 3 years from 1st April 2027 to 31st March 2030 with monthly salary of ₹34,00,000 and perquisites up to ₹2,00,000 per month, plus commission up to 4% of net profits

7. Re-appointment of Mr. Ravi Kumar (DIN: 02362615) as Non-Executive Independent Director for second tenure of 5 years from 10th August 2027 to 9th August 2032

8. Authorization under Section 180(1)(a) of Companies Act, 2013 to create charges/mortgages up to ₹1750 crores

9. Authorization under Section 180(1)(c) of Companies Act, 2013 for borrowings up to ₹2000 crores

10. Ratification of remuneration of ₹3,75,000 plus applicable taxes to M/s. M. K. Singhal & Co. as Cost Auditors for FY 2026-27

Voting Process and Methods

The company provides facility for voting through electronic means (e-voting) through National Securities Depository Limited (NSDL). The remote e-voting period commences on Tuesday, 15th September 2026 (9:00 am) and ends on Thursday, 17th September 2026 (5:00 pm). Members can also vote through e-voting system during the AGM on 18th September 2026. The company has engaged NIVIS CORPSERVE LLP for providing video conferencing system through Cisco Webex and e-voting services.

Key Voting Outcomes and Scrutinizer Appointment

Mr. Naveen Kumar Rastogi, Practicing Company Secretary (Membership No. 3685) has been appointed as the Scrutinizer to scrutinize the remote e-voting process and e-voting during the AGM. The results of voting will be declared within two working days from the conclusion of the AGM and will be available on the company's website (www.uttamsugar.in) and NSDL website (www.evoting.nsdl.com).

Compliance with Laws and Regulations

The notice confirms compliance with:

• Companies Act, 2013 and rules made thereunder
• SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
• Secretarial Standards on General Meetings issued by ICSI
• MCA Circulars regarding virtual meetings
• SEBI Circulars regarding e-voting and other requirements

Dividend Details

The Record Date for determining eligibility for final dividend is Friday, 11th September 2026. Payment of dividend, subject to TDS deduction, will be made by Saturday, 17th October 2026. Detailed TDS provisions are explained for resident and non-resident shareholders, including rates of 10% (with PAN) and 20% (without PAN/invalid PAN).

Signatories and Roles

• Rajesh Garg, Company Secretary & Compliance Officer (Membership No. FCS5841) signed the notice
• The document is issued by order of the Board of Directors

Additional Financial Information

The explanatory statements provide financial performance indicators:

• Turnover: ₹211,025.82 lakhs (2025-26), ₹179,340.97 lakhs (2024-25), ₹204,696.65 lakhs (2023-24)
• Net Profit before Tax: ₹13,278.64 lakhs (2025-26), ₹12,383.43 lakhs (2024-25), ₹17,881.83 lakhs (2023-24)
• Current crushing capacity: 27,000 TCD across four units
• Co-generation capacity: 122 MW (64 MW exportable)
• Distillery capacity: 250 KLPD at Barkatpur unit, 50 KLPD at Libberheri unit

Shareholder Information

The notice includes detailed procedures for:

• E-voting through NSDL platform for demat and physical shareholders
• Attending AGM through VC/OAVM facility
• Submitting questions and seeking clarifications
• Updating contact details and bank information for dividend payment
• Tax documentation requirements for dividend income