Event Overview

The 32nd Annual General Meeting (AGM) of Refex Renewables & Infrastructure Limited was held on Friday, September 18, 2026 at 11:00 AM IST through Video Conferencing/Other Audio-Visual Means (VC/OAVM). The meeting was conducted in compliance with SEBI Listing Regulations and MCA circulars permitting virtual meetings.

Meeting Details

  • Date: September 18, 2026
  • Time: 11:00 AM to 11:35 AM IST (including 15-minute e-voting window)
  • Mode: Virtual through VC/OAVM
  • Deemed Venue: Registered Office at Refex Towers, Sterling Road Signal, 313, Valluvar Kottam High Road, Nungambakkam, Chennai - 600034, Tamil Nadu
  • Cut-off Date: September 11, 2026
  • Total Shareholders: 2,674 as of cut-off date
  • Members Present: 57 members attended virtually

Directors Present

1. Mr. Kalpesh Kumar - Managing Director (Chairperson)

2. Mr. Dinesh Kumar Agarwal - Non-Executive Director (Audit Committee Member, Stakeholder's Relationship Committee Member)

3. Mr. Pillappan Amalanathan - Independent Director (Stakeholder's Relationship Committee Chairperson, Audit Committee Member, Nomination & Remuneration Committee Member)

4. Ms. Latha Venkatesh - Independent Director

5. Mr. Anil Jain - Non-Executive Director (Nomination & Remuneration Committee Member, Stakeholder's Relationship Committee Member) - attended remotely

6. Ms. Jayanthi Talluri - Independent Director (Audit Committee Chairperson, Nomination & Remuneration Committee Chairperson) - attended remotely

Officers Present

  • Mr. Vinay Aggarwal, Company Secretary & Compliance Officer
  • Mr. T Manikandan, Chief Financial Officer

Resolutions Passed

All four resolutions were passed with requisite majority:

Item 1: Ordinary Resolution

Adoption of Audited Standalone Financial Statements for FY 2025-26 and reports of Board of Directors and Auditors

  • Votes in Favor: 33,86,957 (99.997%)
  • Votes Against: 101 (0.003%)
  • Total Votes: 33,87,058

Item 2: Ordinary Resolution

Adoption of Audited Consolidated Financial Statements for FY 2025-26 and report of Auditors

  • Votes in Favor: 33,86,957 (99.997%)
  • Votes Against: 101 (0.003%)
  • Total Votes: 33,87,058

Item 3: Ordinary Resolution

Re-appointment of Mr. Kalpesh Kumar (DIN: 07966090) as Director (Executive) who retires by rotation

  • Votes in Favor: 33,86,957 (99.997%)
  • Votes Against: 101 (0.003%)
  • Total Votes: 33,87,058

Item 4: Special Resolution

Revision in remuneration payable to Mr. Kalpesh Kumar, Managing Director during his current term till September 30, 2027

  • Votes in Favor: 33,86,919 (99.996%)
  • Votes Against: 139 (0.004%)
  • Total Votes: 33,87,058

Voting Process

  • Remote e-Voting Period: September 15, 2026 (9:00 AM) to September 17, 2026 (5:00 PM)
  • E-Voting Agency: National Depository Services Limited (NSDL)
  • Scrutinizer: Mr. A. Mohan Kumar, Practicing Company Secretary (FCS-4347, CoP No. 19145)
  • Results Declaration: To be announced on or before September 22, 2026

Financial Performance Highlights (From Chairman's Speech)

Standalone Performance FY 2025-26

  • Turnover: ₹9.9 crore (compared to ₹18.7 crore in previous year)
  • Loss: ₹11.9 crore (compared to loss of ₹9.1 crore in previous year)

Consolidated Performance FY 2025-26

  • Turnover: ₹66.5 crore (compared to ₹67.9 crore in previous year)
  • Loss: ₹42.9 crore (compared to loss of ₹36.4 crore in previous year)

Business Updates (From Chairman's Speech)

Compressed Biogas (CBG) Business

  • Completed acquisition of controlling stake in Kolhapur CBG plant
  • Awarded four greenfield CBG projects by Government of Tamil Nadu: Salem, Coimbatore, Madurai, and Trichy based on municipal solid waste
  • Entered tripartite agreement with GAIL for Tamil Nadu CBG projects with aggregate capacity of 34 tonnes per day
  • Received positive feedback from KVK, Kolhapur on field trials of organic manure products BioDhanic and LFOM
  • Policy support through Union Cabinet approval of GOBARdhan scheme with ₹23,731 crore outlay for FY 2026-27 to FY 2035-36

Solar and Wind IPP Business

  • Secured two 80 MW wind power projects (total 160 MW) through competitive bidding by SJVN and SECI
  • Received connectivity approval for 100 MW NTPC Solar Project at NP Kunta PGCIL GSS, Andhra Pradesh in July 2026

Promoter Holding

  • Refex Holding Private Limited (promoter entity) now holds approximately 75% of equity share capital

Auditor Reports

  • Statutory Auditor's Report on Consolidated Financial Statements contains qualifications regarding two subsidiaries
  • Secretarial Audit Report for FY26 has no qualifications, reservations, adverse remarks or observations

Other Corporate Information

  • Company recognized as 'Great Place to Work' for fourth consecutive year
  • All documents including Annual Report, Notice, and Explanatory Statement were sent electronically to 2,333 eligible members
  • Public notice advertised in Business Standard (English) and Dinamani (Tamil) on August 26, 2026