Event Disclosure

Nature of Event: Notice of 44th Annual General Meeting pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

AGM Details:

  • Date: Wednesday, September 30, 2026
  • Time: 3:30 PM IST
  • Mode: Video Conference (VC) / Other Audio-Visual Means (OAVM)
  • Deemed Venue: Registered Office at Office No. D 310 Crystal Plaza, Opposite Infinity Mall, New Link Road, Andheri West, Mumbai 400053

Business to be Transacted

Ordinary Business:

1. To receive, consider and adopt Audited Financial Statements for year ended March 31, 2026

2. To reappoint Mr. Munnalal Jain (DIN: 10478345) as Director who retires by rotation

Special Business:

3. To appoint Mr. Kaushik Kantilal Shah (DIN: 01396342) as Independent Director for 5-year term from August 14, 2026 to August 13, 2031 (Special Resolution required)

Financial Performance (FY 2025-26)

Key Financial Figures (₹ in Lakhs):

  • Revenue from operations: ₹243.02 (Previous year: ₹0)
  • Other Income: ₹35.60 (Previous year: ₹42.98)
  • Total Income: ₹278.62 (Previous year: ₹42.98)
  • Profit before depreciation and tax: ₹4.75 (Previous year: ₹3.10)
  • Depreciation: ₹0.15 (Previous year: ₹0)
  • Profit before tax: ₹4.60 (Previous year: ₹3.10)
  • Provision for tax: ₹1.23 (Previous year: ₹0.80)
  • Net profit: ₹3.37 (Previous year: ₹2.29 net profit)
  • Transfer to reserves: ₹3.37

Capital Structure:

  • Authorized Share Capital: ₹10,00,00,000 (5,00,00,000 equity shares of ₹2 each)
  • Paid-up Equity Share Capital: ₹9,42,50,000 (4,71,25,000 equity shares of ₹2 each)
  • No change in capital structure during the year
  • No shares with differential voting rights, stock options or sweat equity issued

Dividend: No dividend recommended for FY 2025-26

Corporate Governance

Board Composition:

  • Mr. Munnalal Bhaiyalal Jain - Managing Director
  • Ms. Sushama Yadav - Non-Executive Independent Director
  • Mr. Yash Surjan - Non-Executive Independent Director (Resigned w.e.f. August 3, 2026)
  • Ms. Kavita Ashok Jain - Non-Executive Independent Director
  • Mr. Atul Kumar Maheshwari - Chief Financial Officer
  • Mr. Kaushik Kantilal Shah - Non-Executive Independent Director (Additional, appointed w.e.f. August 14, 2026)

Key Managerial Personnel Changes:

  • Ms. Prachi Jain resigned as Company Secretary & Compliance Officer w.e.f. August 13, 2025
  • Ms. Unnati Sharma appointed as Company Secretary & Compliance Officer w.e.f. December 26, 2025

Board Meetings: 9 meetings held during FY 2025-26 on May 30, July 2, August 12, August 13, September 3, November 14, December 26, 2025, and February 12, March 21, 2026

Committee Meetings:

  • Audit Committee: 4 meetings
  • Nomination and Remuneration Committee: 2 meetings
  • Stakeholders Relationship Committee: 1 meeting

Auditor Appointments

Statutory Auditors: M/s. Motilal & Associates LLP (Chartered Accountants) appointed till conclusion of 48th AGM

Secretarial Auditor: M/s. Gajab Maheshwari and Associates (Company Secretaries)

Internal Auditor: M/s. Ritik Agrawal & Company (Chartered Accountants)

Key Disclosures

Share Transfer Agent: Purva Sharegistry India Pvt. Ltd., Mumbai

Bankers: HDFC Bank Limited

Unpaid Dividend: No amount lying in Unpaid Dividend Account

Deposits: No fixed deposits accepted from public

Subsidiaries/JVs/Associates: None as on March 31, 2026

Related Party Transactions: Disclosed in financial statements with no material concerns

Material Changes: No material changes affecting financial position between year-end and report date

Regulatory Actions: No significant material orders passed by regulators/courts

Voting Arrangements

Remote E-voting Period: September 27, 2026 (9:00 AM) to September 29, 2026 (5:00 PM)

Record Date: September 23, 2026

Scrutinizer: Mr. Gajab Maheshwari (Practicing Company Secretary)

Results Declaration: Within 48 hours of AGM conclusion

Important Notes

  • AGM conducted through VC/OAVM as permitted by MCA and SEBI circulars
  • Physical attendance of members dispensed with
  • No proxy facility available for VC/OAVM meeting
  • Documents available for electronic inspection on request
  • Annual Report available on company website: www.wagendinfra.in

Director Profile - Mr. Kaushik Kantilal Shah

  • Practicing Chartered Accountant with 42 years experience
  • B.Com degree and Chartered Accountant qualification
  • Previously served as Independent Director in a listed company for 5 years
  • Expertise in finance, accounting, taxation and corporate matters
  • Received all required declarations and consents under Companies Act, 2013

Compliance Status

  • Secretarial Audit Report confirms compliance with applicable laws
  • No fraud reported during the year
  • Adequate internal financial controls in place
  • No instances of sexual harassment complaints
  • Business Responsibility and Sustainability Report not applicable as company not in top-1000 listed entities