Company and Document Details

Key Event: Withdrawal of Item No. 3 from AGM

  • Ms. Rajendran Stella Isabella (DIN: 06871120) resigned as Additional Director (Non-Executive Independent) effective 4th September 2026 due to "pre-occupation and personal reasons"
  • Her appointment was previously approved by the Board on 10th August 2026 and was scheduled for shareholder approval under Item No. 3 of the AGM notice
  • Item No. 3 is completely withdrawn from the AGM agenda and will not be presented for consideration
  • All voting on Item No. 3 has been disabled/blocked through the e-Voting system (NSDL)
  • Any votes cast on Item No. 3 due to technical limitations will be invalid and not counted

AGM Details

  • Date: Tuesday, 22nd September 2026
  • Time: 2:30 P.M. (IST)
  • Mode: Video Conferencing (VC)/Other Audio-Visual Means (OAVM)
  • Record Date: 16th September 2026 to 22nd September 2026 (both days inclusive)
  • Original Notice Dispatch Date: 27th August 2026

Remaining AGM Agenda Items

Ordinary Business:

Item No. 1: Adoption of audited standalone and consolidated financial statements for FY ended March 31, 2026, along with Board's Report, Auditor's Report, and related documents

Item No. 2: Re-appointment of Mr. Chinniampalayam Kulandaisamy Venkatachalam (DIN: 00125459) as Director liable to retire by rotation

Special Business:

Item No. 4: Appointment of Mr. Joyjeet Bose (DIN: 10783441) as Independent Director for term 10th August 2026 to 9th August 2028 with quarterly remuneration of ₹1,50,000 plus sitting fees

Item No. 5: Approval of remuneration terms for Executive Chairman Mr. Seyyadurai Nagarajan (DIN: 07036078), Managing Director Mr. C.K. Venkatachalam (DIN: 00125459), and Joint Managing Director Mr. S. Anandavadivel (DIN: 07783796) for period 1st October 2026 to 21st July 2027

  • No cash remuneration proposed
  • Continuation of company-owned car facility for official use only
  • Estimated perquisite value under Income-tax Rules: ₹1,800 per month per director

Item No. 6: Continuation of remuneration for Whole Time Director Mr. K.V. Prakash (DIN: 01085040) for period 1st October 2026 to 21st July 2027

  • Monthly remuneration: ₹5,00,000
  • Total remuneration for balance period: ₹48,50,000
  • Continuation of company-owned car facility

Item No. 7: Remuneration approval for existing Non-Executive Independent Directors for period 1st October 2026 to 30th September 2027:

  • Mr. J. Sridharan: ₹5,32,603 (until 20th August 2027)
  • Mr. R. Karthik: ₹50,959 (until 31st October 2026)
  • Ms. Suguna Raghavan: ₹89,425 (until 13th February 2027)
  • Ms. Revathi Raghunathan: ₹6,00,000 (until 30th September 2027)
  • Total: ₹12,72,987
  • Plus sitting fees of ₹25,000 per meeting

Item No. 8: Material Related Party Transactions approval with four entities (CMK Projects, V. Sathyamoorthy & Co., Trineva Infra Projects, Renaatus Projects) for aggregate value not exceeding ₹100 Crores

  • Covers contracts, sub-contracts, investment arrangements, deposits, and infrastructure/construction projects
  • Approval period: AGM date to next AGM or 15 months

Item No. 9: Material Related Party Transactions approval with seven entities for purchase of goods/services, reimbursement of expenses, and project arrangements for aggregate value not exceeding ₹100 Crores

  • Breakdown: Goods/services (₹60 Cr), Expense reimbursement (₹20 Cr), Project arrangements (₹20 Cr)

Item No. 10: Material Related Party Transactions approval for borrowing funds from three companies and four promoter-directors for aggregate value not exceeding ₹50 Crores

  • Borrowing for business, working capital, project execution purposes
  • Interest at prevailing bank rates or government security yields

Financial Context

  • FY 2025-26 Consolidated Turnover: ₹95.64 Crores
  • Net Profit computed under Section 198 of Companies Act, 2013: ₹2.56 Crores
  • 1% of net profit limit for director remuneration: ₹2.56 Lakhs
  • Proposed director remuneration exceeds statutory limits, requiring special resolutions

Voting Arrangements

  • Remote e-Voting period: 19th September 2026 (9:00 AM) to 21st September 2026 (5:00 PM)
  • e-Voting agency: National Securities Depository Limited (NSDL)
  • Scrutinizer: M/s. Lakshmmi Subramanian & Associates, Practising Company Secretaries
  • Members can submit questions in advance by 15th September 2026 to sectl@wsigroup.in

Document Availability

  • Corrigendum and AGM notice available on company website: www.wsindustries.in
  • Also available on BSE (www.bseindia.com), NSE (www.nseindia.com), and NSDL (www.evoting.nsdl.com) websites

Impact of Withdrawal

  • No renumbering of other agenda items - all items retain their original numbering
  • All other contents of AGM notice remain unchanged
  • Explanatory statements and resolutions for withdrawn Item No. 3 are deleted