Financial Results Approval

The Audit Committee recommended and the Board approved the Un-Audited Standalone and Consolidated Financial Results, Statement of Assets & Liabilities, and Cash Flow Statement for the half year ended September 30, 2026, along with the Limited Review Report (Annexure I).

Extraordinary General Meeting Arrangements

The Board approved the draft notice and explanatory statement for the 4th Extra Ordinary General Meeting for FY 2026-27 as per Section 102 of the Companies Act, 2013 (Annexure II). The EOGM is scheduled for Friday, December 4, 2026, at 1:00 PM IST through Video Conferencing.

M/s MMA & Partners, Practicing Company Secretaries, Lucknow represented by CS Sukhmendra Kumar, partner was appointed as Scrutinizer for the E-voting process. National Securities Depositories Limited (NSDL) was appointed to facilitate remote E-Voting, Venue e-voting and Video-Conferencing process.

The cut-off date for determining member eligibility to vote was fixed as November 27, 2026. The remote e-voting period will commence from December 1, 2026 (9:00 AM IST) and end on December 3, 2026 (5:00 PM IST).

Subsidiary Financing Transactions

1. Loan Approval: The Board approved a loan of up to ₹10,00,00,000 (Rupees Ten Crores Only) to be disbursed in multiple tranches to Infowin Electric Private Limited, a subsidiary of the Company. This approval was based on the recommendation of the Audit Committee and is pursuant to Sections 185 and other applicable provisions of the Companies Act, 2013, subject to obtaining requisite shareholders' approval at the ensuing EOGM.

2. Equity Investment: The Board, on the recommendation of the Audit Committee, approved an investment of up to ₹5,00,00,000 (Rupees Five Crore only) in Infowin Electric Private Limited by way of subscription of equity shares. This investment is pursuant to Section 186 of the Companies Act, 2013 and will increase the Company's shareholding in Infowin from 67% to 80% of its total share capital.

Auditor Appointments

  • Approved the appointment of M/s. MMA & Partners, Practicing Company Secretaries, Lucknow, as the Secretarial Auditor for one year commencing from FY 2026-27.
  • Approved appointment of M/s Prakhar Vivan & Company, Chartered Accountants as the Internal Auditor for one year commencing from FY 2026-27.

Regulatory Exemption

Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 is not applicable to the Company for FY 2026-27 due to available exemption, hence disclosure under SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026 is not applicable.

Infowin Electric Private Limited Investment Details (Annexure III)

Target Entity Details:

  • Name: Infowin Electric Private Limited
  • Company Type: Private Limited Company
  • Turnover for H1 ended September 30, 2026: Nil
  • Reserves and Surplus as on September 30, 2026: ₹60,327
  • Paid-up Share Capital: ₹2,00,000 (Rupees Two Lacs only)

Related Party Transaction: Certain Directors and members of the Company who are also Directors and members of Infowin Electric Private Limited are related parties to the proposed transaction, which will be conducted on an arm's length basis to ensure fairness and transparency.

Industry: Manufacturing

Strategic Objectives:

  • Increase Company's shareholding in Infowin from 67% to 80%
  • Strengthen strategic control, business integration and group synergies
  • Consolidate Company's presence in power infrastructure sector
  • Tap into growing Ring Main Units (RMUs) and Vacuum Bottles markets
  • Leverage backward and vertical integration by developing in-house manufacturing capabilities for Vacuum Interrupter Bottles
  • Strengthen supply chain control, improve cost efficiencies and enhance product value addition

Approvals and Timeline:

  • The equity increase shall be undertaken in one or more tranches at face value of equity shares
  • To be completed within maximum four months from Board approval date (November 5, 2026)
  • Subject to obtaining all requisite approvals

Consideration: Cash consideration at face value of ₹10 per equity share

Background of Infowin Electric:

  • Products: Manufacturing and supplying Ring Main Units (RMUs) and Vacuum Bottles for power infrastructure sector
  • Date of incorporation: November 20, 2024
  • Turnover: FY 2025-2026: Nil, FY 2024-2025: Nil
  • Country of operation: India

Post-acquisition Shareholding: Company's shareholding will increase to 80% of Infowin's total equity share capital.