Annual General Meeting Details

  • Meeting Date: Wednesday, 30th September 2026
  • Time: 11:00 AM IST
  • Mode: Video Conferencing/Other Audio Visual Means (VC/OAVM)
  • Record Date: 23rd September 2026
  • E-voting Period: 27th September 2026 (9:00 AM) to 29th September 2026 (5:00 PM)

Ordinary Business

1. Adoption of audited financial statements for FY ended 31st March 2026

2. Declaration of dividend on equity shares for FY ended 31st March 2026

3. Re-appointment of Mr. Saurabh Sangla (DIN: 00206069) as director retiring by rotation

Special Business

Item 4: Appointment and Ratification of Cost Auditors

  • Resolution to ratify remuneration of ₹1,00,000 plus taxes to M/s Dhananjay V. Joshi & Associates (Firm Registration 000030) for FY 2026-27
  • Recommended by Audit Committee and approved by Board

Item 5: Appointment of Secretarial Auditors

  • Resolution to appoint M/s Shilpesh Dalal & Co. (Firm Registration No. S2001MP041200) as Secretarial Auditors for 5 consecutive years from FY 2026-27 to FY 2030-31
  • Previous auditor M/s M. Maheshwari & Associates resigned due to pre-occupation
  • Remuneration to be decided by Board

Item 6: Alteration of Memorandum of Association

  • Special resolution to insert new object clause for energy business
  • Proposed new Point No. 1C: To generate, transmit, distribute power from conventional/non-conventional sources including solar, wind power
  • Includes captive generation, power plants, transmission lines, and related infrastructure

Financial Performance Highlights (FY 2025-26)

  • Total Income: ₹13,490.298 million (Previous Year: ₹11,813.175 million)
  • Profit Before Tax: ₹286.514 million (Previous Year: ₹222.571 million)
  • Net Profit After Tax: ₹161.554 million (Previous Year: ₹156.415 million)
  • Basic & Diluted EPS: ₹5.36 (Previous Year: ₹5.19)
  • Total Expenditure (excl. finance cost & depreciation): ₹13,203.784 million
  • Finance Cost: ₹624.057 million
  • Depreciation & Amortization: ₹89.444 million
  • Exceptional Items: Loss of ₹49.937 million (fire incident)

Dividend Declaration

  • Recommended final dividend of ₹0.50 per equity share (5%) for FY 2025-26
  • Subject to shareholder approval at AGM
  • Dividend to be paid after deduction of tax at source

Capital Structure

  • Equity Share Capital: ₹294.370 million (29,437,000 shares of ₹10 each)
  • Preference Share Capital:
  • 5,000,000 shares of 5% Non-Convertible Preference Shares of ₹10 each
  • 6,000,000 shares of 2% Non-Convertible Preference Shares of ₹10 each
  • Reserves & Surplus: ₹2,180.045 million

Key Operational Metrics

  • Inventories: ₹2,272.522 million
  • Trade Receivables: ₹5,146.258 million (after allowance for doubtful debts of ₹59.129 million)
  • Cash & Cash Equivalents: ₹2.782 million
  • Bank Balances: ₹154.613 million
  • Total Assets: ₹9,604.449 million
  • Borrowings:
  • Non-current: ₹329.722 million
  • Current: ₹4,263.657 million
  • Trade Payables: ₹2,212.585 million (including ₹17.717 million due to Micro & Small Enterprises)

Director Details

Mr. Saurabh Sangla (Seeking Re-appointment)

  • Date of Birth: 01.07.1981
  • Age: 42 years
  • Date of Appointment: 07.07.2003
  • Qualification: Bachelor degree in Industrial Engineering and Operations Research
  • Shareholding: 97,103 shares (0.33%)
  • Other Directorships: Adroit Industries (India) Limited
  • Committee Positions: Chairman of CSR Committee, Member of Nomination and Remuneration Committee

Compliance and Regulatory Matters

Secretarial Audit Qualifications (M/s M. Maheshwari & Associates):

1. Non-filing of Form MGT-14 for Board resolutions dated 28th April 2025 and 30th May 2025

2. Seven charges appearing as "Open" on MCA portal despite loans not reflecting in financial statements:

  • Charge ID 100512699: Punjab National Bank (₹115.83 lakh outstanding, live facility)
  • Charge ID 100361135: SVC Co-operative Bank (awaiting NDC)
  • Charge ID 100259257: HDFC Bank Limited (awaiting NDC)
  • Charge ID 100200476: Tata Capital Financial Services (dispute over security documentation)
  • Charge ID 100146368: HDFC Bank Limited (satisfied on 29th May 2026)
  • Charge ID 100033161 & 100033162: Hero FinCorp Limited (awaiting DSC on Form CHG-4)

3. Charge ID 100379886: Tata Capital (nil outstanding but shown as "Open" due to documentation dispute)

4. Three charges satisfied during FY25-26 but not disclosed in financial statements

Other Compliance Issues:

  • BSE imposed penalty of ₹2,360 for delayed submission of shareholding pattern for December 2025 quarter
  • Delay in transferring ₹10.73 lakh to Investor Education and Protection Fund
  • Professional tax of ₹3.61 lakh outstanding for more than six months

Significant Events

Fire Incident:

  • Fire occurred at manufacturing unit in Pithampur on 11th April 2025
  • Damage to machinery and inventory
  • Estimated loss of ₹499.37 lakh recognized as exceptional item
  • No casualties or injuries reported
  • Insurance claim under assessment

Energy Business Expansion:

  • Proposal to enter energy sector through captive generation
  • MOA amendment to include power generation from conventional and renewable sources
  • Focus on solar and wind power generation

Auditor Appointments

Statutory Auditors: SMAK & Co. (FRN 020120C) appointed for second term until 42nd AGM

Cost Auditors: M/s Dhananjay V. Joshi & Associates for FY 2026-27

Internal Auditor: Mr. Ritesh Bhansali for FY 2026-27

Secretarial Auditors: Transition from M/s M. Maheshwari & Associates to M/s Shilpesh Dalal & Co.

Corporate Governance

  • Board met 12 times during FY25-26
  • Four Board Committees: Audit, Nomination & Remuneration, Stakeholders' Relationship, CSR
  • Whistle Blower Policy and Vigil Mechanism in place
  • No instances of fraud reported by auditors
  • No sexual harassment complaints during the year

Related Party Transactions

All transactions with related parties were at arm's length and in ordinary course of business. Significant transactions include:

  • Sales to Adroit Industries (India) Ltd: ₹366.41 lakh
  • Purchases from Adroit Industries (India) Ltd: ₹380.61 lakh
  • Unsecured loans from directors: Mukesh Sangla (₹632.50 lakh), Saurabh Sangla (₹17.78 lakh)
  • Remuneration to Managing Director: ₹120 lakh

CSR Activities

  • CSR expenditure: ₹43.01 lakh (against requirement of ₹42.87 lakh)
  • Projects supported:
  • Shivanjali Shaikshanik Va Samajik Sanstha (Maharashtra): ₹16.25 lakh
  • Jan Jagrati Sevarath Sansthan (Uttar Pradesh): ₹21.76 lakh
  • Soch Badlo Ganv Badlo Sanstha (Rajasthan): ₹5.00 lakh

Other Disclosures

  • Dematerialized shares: 99.91% of equity capital
  • Credit rating: IVR BBB+ for long-term facilities, IVR A2 for short-term facilities
  • Plant locations: Pithampur (Madhya Pradesh), Bhiwandi (Maharashtra)
  • Registrar & Share Transfer Agent: Ankit Consultancy Pvt. Ltd., Indore

#Tags: #SignetIndustries #AGM2026 #FY26Results #Dividend #EnergyExpansion #SEBIDisclosure #RegulatoryCompliance #FinancialUpdate #Neutral