Meeting Details

The 67th Annual General Meeting was held on Wednesday, July 01, 2026, commencing at 10:00 A.M. and concluding at 10:33 A.M. The meeting was conducted through video conferencing/other audio-visual means (VC/OAVM). A total of 90 members were present, including Directors and Key Management Personnel holding shares who were present in person at the central location.

Attendees

Board of Directors Present:

  • Mr. Srivats Ram - Chairman & Managing Director, Chairman - Corporate Social Responsibility Committee
  • Mr. S Viji - Non-Executive Director, Chairman - Stakeholder's Relationship Committee
  • Mr. R Raghuttama Rao - Independent Director, Chairman - Risk Management Committee
  • Ms. Sumithra Gomatam - Independent Director
  • Mr. Rishikesha T Krishnan - Independent Director
  • Mr. M P Vijay Kumar - Independent Director, Chairman - Audit Committee
  • Mr. Harsha Viji - Non-Executive Director

Other Attendees:

  • Statutory Auditors: Mr. L Ravi Sankar and Mr. P Babu, Partner(s), M/s. Brahmayya & Co., Chartered Accountants, Chennai
  • Secretarial Auditor: Mr. N Ramanathan, Partner, M/s. S Dhanapal & Associates LLP, Practicing Company Secretaries, Chennai
  • Chief Financial Officer: Mr. P Ramesh
  • Company Secretary: Ms. K V Lakshmi
  • Scrutinizer: Mr. N Ramanathan, Partner, M/s. S Dhanapal & Associates LLP, Practicing Company Secretaries, Chennai

Resolutions Considered

Ordinary Business:

1. To adopt the Audited Financial Statements for the financial year ended March 31, 2026, along with the Report of the Board of Directors and Auditor's thereon (Ordinary Resolution)

2. To declare final dividend and confirm interim dividend for the financial year 2025-26 (Ordinary Resolution)

3. To appoint Mr. S Viji (DIN:00139043), Director retiring by rotation, being eligible for re-election (Special Resolution)

Special Business:

4. To ratify the remuneration payable to Cost Auditor of the Company for the financial year ending March 31, 2027 (Ordinary Resolution)

5. Adoption of New Set of Articles of Association in conformity with the Companies Act, 2013 (Special Resolution)

6. To approve appointment of Mr. Harsha Viji (DIN: 00602484) as Non-Executive Non-Independent Director of the Company (Ordinary Resolution)

Voting Process

The Company offered the facility of remote e-voting and e-voting at the meeting to shareholders in accordance with Section 108 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014 and Regulation 44 of the SEBI LODR Regulations. Members who had not exercised their votes through remote e-voting could do so through e-voting up to the conclusion of the meeting.

Voting Results Disclosure

The Chairman informed members that the consolidated voting results as furnished by M/s. S Dhanapal & Associates LLP, Practicing Company Secretaries (Scrutinizer) would be uploaded on the company website within two working days from the conclusion of the AGM and sent to the Stock Exchanges.

Chairman's Speech Highlights

Economic Context:

  • Indian economy's growth in FY26 estimated at 7.6%
  • GST 2.0 reforms boosted economy in second half of FY26
  • Indian economy estimated to grow at 6.9% in FY27
  • Inflation concerns on commodity prices due to West Asia crisis

Business Segment Performance:

  • Commercial vehicles grew 11.7% in FY26 driven by GST 2.0 reforms, fleet replacement, and government infra spend
  • Agricultural tractor segment grew 19% in FY26 driven by good monsoons, GST rate reduction, and state subsidies
  • Passenger vehicles grew 13% with record 4.7 million sales, rural demand outpaced urban
  • Bus air suspension had strong double-digit growth driven by higher content per vehicle and EV penetration
  • Construction and mining sector businesses grew 15% despite US tariff headwinds
  • Wind mill component business grew 14% driven by offshore segment
  • Exports grew 20% despite US tariff headwinds

Subsidiary Performance:

  • WIL Car Wheels Ltd. saw decent growth and improved profitability through increased volumes and operational cost improvements
  • US and European subsidiaries will drive business development and customer support in those regions

Management Changes:

  • Mr. S Ram, former Chairman of the Board, relinquished Directorship effective March 30, 2026, after over 5 decades of service

Compliance and Signatories

The document confirms compliance with applicable laws and regulations including the Companies Act, 2013 and SEBI LODR Regulations. The communication is signed by K V Lakshmi, Company Secretary & Compliance Officer of Wheels India Limited.

Additional Information

The Company Secretary informed shareholders that the Auditors' Report on the financial statements for the year ended March 31, 2026, being unqualified and unmodified, was not required to be read out at the AGM as per Section 145 of the Companies Act, 2013. Shareholders who registered as speakers were allowed to speak during the meeting, with responses provided by the Chairman.