Purpose and Disclosure Nature

This comprehensive document combines the Notice for the 27th Annual General Meeting (AGM) and the Annual Report for Jai Balaji Industries Limited for FY 2025-26, prepared pursuant to SEBI Listing Regulations and Companies Act, 2013 requirements.

AGM Details and Resolutions

The 27th AGM was convened on 24th September 2026 via video conferencing to consider eight resolutions, including adoption of financial statements, director appointments (Rajiv Jajodia, Sanjiv Jajodia, Babu Swadesh Sharma), and ratification of cost auditor remuneration. Remote e-voting was available from 21st to 23rd September 2026 with Shri Raj Kumar Banthia appointed as scrutinizer.

Financial Performance Highlights

FY26 financial results showed revenue from operations of ₹5,784.27 crores (down 9% from ₹6,350.80 crores in FY25) and net profit of ₹129.95 crores (down 77% from ₹557.88 crores). Key financial ratios deteriorated significantly: Debt Service Coverage Ratio fell from 3.40 to 0.65 (-80.87%), Return on Net Worth decreased from 0.27 to 0.06 (-77.62%), and Net Profit Ratio declined from 8.78% to 2.25% (-74.39%).

Business Segment Performance

Product contribution shifted significantly: Specialized Ferro Alloys contributed 30% of revenue (up from 17%), while Ductile Iron Pipes declined to 18% (from 32%). Other contributions included Pig Iron (18%), TMT Bars/Wire Rods (15%), and Sponge Iron (9%). The company operates five manufacturing facilities across West Bengal and Chhattisgarh.

Debt Management and Financing Activities

The company fully repaid ₹146.98 crore of Tata Capital debt while raising ₹85 crore from NBFCs for capex reimbursement. Working capital facilities were expanded with Indian Overseas Bank (₹100 crore) and Kotak Mahindra Bank (increased to ₹90 crore). Total borrowing exposure stood at ₹492.86 crore across term loans and working capital facilities, secured by pari passu charges over fixed and current assets.

Litigation and Contingent Liabilities

Significant litigation exposure includes Excise Duty (₹174.72 crores), GST (₹57.23 crores), Entry Tax (₹51.53 crores), and other tax matters. The company has made appropriate provisions and pre-deposits across these cases.

Implementation of New Labour Codes

The implementation of New Labour Codes effective November 2025 resulted in changes to wage definitions, leading to an additional employee benefit expense of ₹3.31 crores recognized as past service cost and disclosed as an exceptional item.

Investments and Joint Ventures

The overseas subsidiary Kesarisuta Industries Uganda Limited was closed as it never commenced operations. Joint ventures Rohne Coal Company and Andal East Coal Company (under liquidation) were fully provided for diminution following Supreme Court's coal block cancellation order in 2014.

Auditor's Report and Internal Controls

Auditors Das & Prasad issued an unmodified opinion but emphasized matters including litigation risk, new labour code implementation, subsidiary closure, and borrowing security arrangements. The company maintains adequate internal control systems with risk-based internal audit reviewed by management and audit committee.

Corporate Governance and Compliance

The Board comprises 10 directors with 5 independent directors. Various committees including Audit, Nomination & Remuneration, and Risk Management are functional. No dividend was declared for FY26, with entire profit retained in reserves. CSR expenditure of ₹11.09 crores exceeded the required ₹10.36 crores.

Human Resources and Signatories

As of March 31, 2026, the company employed 4,220 permanent employees with harmonious industrial relations. The report was signed by Chairman & Managing Director Aditya Jajodia, Whole-time Directors Sanjiv Jajodia and Rajiv Jajodia, along with Company Secretary Ajay Kumar Tantia.