Modern Malleables Limited

AGM Details

  • Date: Friday, September 18, 2026
  • Time: 10:00 AM
  • Venue: "The Antelope", 3, Ho Chi Minh Sarani, 1st Floor, Kolkata-700071
  • Cut-off date for remote e-voting: September 11, 2026
  • Remote e-voting period: September 15, 2026 (10:00 AM) to September 17, 2026 (5:00 PM)
  • Scrutinizer: Ms. Priti Agarwal, Practicing Company Secretary

Business to be Transacted

Ordinary Business

1. Adoption of Audited Standalone Financial Statements for FY ended March 31, 2026, together with reports of Board of Directors and Auditors.

2. Re-appointment of Mrs. Siddhishree Jhunjhunwala (DIN: 08884963) who retires by rotation.

Special Business

3. Ratification of Remuneration to Cost Auditors for FY 2026-27:

  • Remuneration: ₹25,000 plus applicable taxes and out-of-pocket expenses
  • Cost Auditor: M/s. A. S. & Associates, Cost Accountants (Firm Registration No. 000523)
  • Approved by Board on May 23, 2026

4. Revision in Remuneration payable to Sri Biswanath Jhunjhunwala (DIN: 00331168), Chairman & Managing Director:

  • Effective from April 1, 2026
  • Basic Salary: ₹8,07,388 per month
  • Perquisites: Furnished/non-furnished accommodation or HRA, reimbursement of gas/electricity/water, medical reimbursement, LTA, children's education allowance, club membership, car & telephone expenses, entertainment, personal accident insurance
  • Duration: Remainder of current term ending March 31, 2029
  • In case of loss/inadequacy of profits, minimum remuneration payable as per Schedule V of Companies Act, 2013
  • Requires Special Resolution

5. Enhancement of limits under Section 186 of Companies Act, 2013:

  • To make loans, give guarantees, provide security, or make investments up to ₹150 crores aggregate
  • Notwithstanding that such amounts may exceed prescribed limits under Section 186
  • Requires Special Resolution

6. Approval of Material Related Party Transactions:

  • For transactions with promoter group companies and related parties
  • Period: April 1, 2026 till conclusion of AGM for FY ending March 31, 2027
  • To be conducted at arm's length and in ordinary course of business
  • Requires Ordinary Resolution

Financial Highlights (FY 2025-2026)

  • Revenue from operations: ₹150.87 crore (previous year: ₹52.31 crore)
  • Other income: ₹2.45 lakh (previous year: ₹121.81 lakh)
  • Total expenses: ₹125.32 crore (previous year: ₹52.46 crore)
  • Profit before tax: ₹257.94 crore (previous year: ₹120.32 crore)
  • Tax expense: ₹64.50 crore (previous year: ₹20.11 crore)
  • Profit after tax: ₹193.42 crore (previous year: ₹100.21 crore)
  • Earnings per share (basic & diluted): ₹1.66 (previous year: ₹0.96)

Capital Structure

  • Paid-up equity share capital: ₹11.65 crore (116,525,000 equity shares of ₹1 each)
  • No change in capital structure during the year
  • Net worth: ₹177.92 crore (previous year: ₹158.84 crore)

Dividend and Reserves

  • No dividend recommended for FY 2025-2026
  • No transfer to general reserves

Corporate Governance

  • Board meetings: 8 meetings held during FY 2025-2026
  • Board composition: 6 Directors (2 Executive, 4 Non-Executive)
  • Key Managerial Personnel:
  • Mr. Biswanath Jhunjhunwala (Chairman & MD)
  • Mrs. Siddhishree Jhunjhunwala (Executive Director)
  • Mr. Gautam Bharati (Company Secretary & Compliance Officer)
  • Mr. Debraj Ghose (CFO)

Auditors

  • Statutory Auditors: M/s. B. R. Khaitan & Co., Chartered Accountants (FRN: 305012E)
  • Appointed for 5 years from 40th AGM till 44th AGM
  • Audit report contains no qualifications
  • Cost Auditors: M/s. A. S. & Associates, Cost Accountants (Firm Registration No. 000523)
  • Secretarial Auditors: M/s. Agarwal Priti & Associates, Practicing Company Secretaries
  • Internal Auditors: M/s. H. Kabra & Co., Chartered Accountants

Shareholding Pattern (as on March 31, 2026)

  • Promoter & Promoter Group: 59.36%
  • Bodies Corporate: 36.996%
  • Resident Individuals: 3.016%
  • Dematerialized shares: 97.44% of total share capital

CSR Activities

  • CSR obligation: ₹28.69 lakh (2% of average net profit)
  • CSR spent: ₹28.70 lakh
  • Activities supported: Animal welfare (₹28.39 lakh to Calcutta Pinjrapole Society) and Prasadam Seva (₹0.31 lakh to Gaudiya Mission)

Other Material Information

  • No material orders passed by regulators/courts impacting going concern status
  • No material changes in financial position post year-end
  • No frauds reported by auditors under Section 143(12) of Companies Act, 2013
  • Company has not accepted any deposits under Section 73 of Companies Act, 2013
  • Register of Members closure: September 12-18, 2026

Voting Arrangements

  • Proxy form annexed to the notice
  • Remote e-voting facilitated through NSDL and CDSL platforms
  • Physical voting available at AGM venue for those not voting electronically

#Tags: #ModernMalleables #AGMNotice #SEBIDisclosure #FY2026Results #RegulatoryCompliance #Neutral