Meeting Details

The 19th Annual General Meeting will be held on Monday, September 28th, 2026 at 03:00 P.M. through Video Conferencing (VC) or Other Audio Visual Means (OAVM). The registered office at Gala No. 2, Sanskruti, Sagar Signature Complex, Vasai Palghar, Vasai East IE, Thane, Vasai, Maharashtra 401208 is deemed the venue for the meeting.

Proposed Resolutions and Implications

Ordinary Business:

1. To receive, consider and adopt the Audited Standalone & Consolidated Financial Statements for the financial year ended March 31, 2026 with Reports of Board of Directors and Auditors.

2. To declare a Final Dividend of ₹1 per equity share (10% of face value) for FY2025-26.

3. To re-appoint Mr. Narain Das Gurnani (DIN: 01970599) as director who retires by rotation.

Special Business:

4. Revision in Remuneration of Managing Director & CEO Mr. Akshay Kumar Gurnani (DIN: 06888193): Ordinary Resolution to revise remuneration to ₹4,00,000 per month effective October 1, 2026, within limits prescribed under Sections 196, 197 and Schedule V of Companies Act, 2013.

5. Revision in Remuneration of Whole Time Director & CFO Mr. Narain Das Gurnani (DIN: 01970599): Ordinary Resolution to revise remuneration to ₹1,30,000 per month effective October 1, 2026, within statutory limits.

6. Payment of Remuneration to Non-Executive Director Ms. Jyoti Gurnani (DIN: 06953899): Ordinary Resolution to approve payment of commission not exceeding 1% per annum of net profits for FY2026-2027 to Non-Executive Directors.

7. Ratification of Cost Auditors' Remuneration: Ordinary Resolution to ratify remuneration of ₹15,000 (inclusive of GST) payable to M/s Rajesh & Company, Cost Accountants (Firm Registration No. 000031) for conducting cost audit for FY2026-2027.

Voting Process and Methods

The Company provides remote e-voting facility through Central Depository Services (India) Limited (CDSL).

  • Remote e-voting period: Commences Friday, September 25, 2026 (09:00 AM) and ends Sunday, September 27, 2026 (05:00 PM)
  • Cut-off date: September 21, 2026 for determining voting rights
  • E-voting during AGM: Members attending virtually who haven't voted remotely can vote during the meeting
  • Voting methods:
  • Individual demat shareholders: Through CDSL/NSDL systems using demat account credentials
  • Physical shareholders and non-individual shareholders: Through CDSL e-voting website www.evotingindia.com using folio number and PAN

Scrutinizer Appointment and Role

Mr. Govind Jaiswal, Practicing Company Secretary (Membership No. ACS-52310; CP No. 19954) has been appointed as scrutinizer to conduct the remote e-voting process and e-voting during AGM in a fair and transparent manner. The scrutinizer will submit a consolidated report to the Chairman within 2 working days of the meeting conclusion.

Compliance with Laws and Regulations

The meeting is conducted in compliance with:

  • MCA Circulars: No. 14/2020, 17/2020, 20/2020, 02/2021, 19/2021, 21/2021, 02/2022, 10/2022
  • SEBI Circulars: SEBI/HO/CFD/CMD1/CIR/P/2020/79, SEBI/HO/CFD/CMD2/CIR/P/2021/11, SEBI/HO/CFD/CMD2/CIR/P/2022/62
  • Companies Act, 2013 provisions
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Additional Information

  • Register of Members closure: September 22-28, 2026 (both days inclusive) for AGM and dividend entitlement
  • Dividend payment: To be paid within 30 days of declaration to members/beneficial owners as of September 21, 2026
  • TDS on dividend: Will be deducted as per Income-tax Act, 1961 provisions
  • Unclaimed dividends: Details provided for financial years 2015-16 to 2024-25 with transfer dates to IEPF
  • Electronic dispatch: Notice and annual report sent only electronically to registered email addresses
  • Virtual meeting access: Available 15 minutes before and after scheduled time, with priority to large shareholders, promoters, institutional investors, directors, and KMPs
  • Query submission: Members can send queries to cs@vetoswitchgears.com at least 7 days prior to meeting
  • Results disclosure: To be placed on company website (www.vetoswitchgears.com) and CDSL website within 2 days of meeting