Aerpace Industries Ltd

AGM Details

• AGM held on 30 September 2026 at 3:30 PM IST via VC/OAVM.
• Remote e-voting from 26 Sept 2026 9:00 AM to 29 Sept 2026 5:00 PM IST.
• Cut-off date for members: 23 September 2026.
• Meeting commenced at 3:30 PM and concluded at 4:26 PM.
• Quorum present; meeting conducted through VC/OAVM as per MCA/SEBI directions.

Key Resolutions & Status

• Adopt standalone and consolidated financial statements for year ended March 31, 2026 (Ordinary) — status not disclosed.
• Re-appointment by rotation of Mr. Sanjay Ram Takale (Ordinary) — status not disclosed.
• Re-appointment by rotation of Mr. Prem Singh Rawat (Ordinary) — status not disclosed.
• Appointment of M/s Dipti Nagori & Associates as Secretarial Auditor (Ordinary) — status not disclosed.
• Remuneration to Mr. Prem Singh Rawat, Non-Executive Director (Special) — status not disclosed.
• Voting results to be intimated separately; results to be placed on company website and exchanges.

Auditors & Secretarial

• Secretarial Auditor appointed: M/s Dipti Nagori & Associates.

Aerpace Industries Limited — Trading window closure from October 1, 2026 till 48 (forty eight) hours after the declaration of the Unaudited Standalone and Consolidated Financial Results for the quarter and half year ended September 30, 2026.

Appointment: Giridhar Aramane as Additional NED

• Appointed as Additional Non-Executive Director, effective Sept 24, 2026.
• Subject to shareholders' approval.
• Profile: Retired IAS officer; Defence Secretary (2022–24); ex-Secretary, Ministry of Road Transport.
• Not related to any director per disclosure.
• Impact: Adds an additional Non-Executive Director on the Board.

Appointment: Rajesh Bhandari as Advisor to the Board

• Appointed Advisor to the Board, effective Sept 24, 2026.
• Role advisory; not a Director or KMP; no voting rights.
• Profile: Retired IAF officer; Air Vice Marshal VSM; IIT Madras M.Tech; MA Economics.
• Disclosure: Not related to any director.
• Board involvement: Advisory; no decision-making voting.
• Term: Ongoing until Board discontinues engagement; subject to periodic review.
• Impact: Not a KMP; no committee assignment stated.

Resignation: Milan Bhupendra Shah – Non-Executive Director

• Resigned as Non-Executive Director, effective close of business Sept 24, 2026.
• Reason: Pre-occupation.
• Confirmation: No other material reasons beyond those stated.
• Directorships: NIL in listed entities.

Appointments

• Appointment of Madhur Sanjay Jajoo as Additional Non-Executive Independent Director, Sept 9, 2026, for 5 years.
• Profile: Chartered Accountant, ICAI Associate; partner at SKMJ & Associates; not related to directors.
• Subject to shareholders' approval.

Financial performance

• Standalone revenue from operations: 213.60 lakh for FY2025-26, up from 161.86.
• Standalone total income: 403.96 lakh; prior year 302.06.
• Standalone loss before tax: 1222.55 lakh; prior year 495.69.
• Standalone net loss: 1200.29 lakh.
• Consolidated total income: 22.13 lakh; consolidated loss before tax: 1674.97.
• Consolidated net loss: 1650.30 lakh.
• Standalone EPS: (0.78) Rs.
• PPE net carrying amount: 190.44 lakh; CWIP 2,612.99 lakh; intangible assets under development 587.95 lakh.
• Right-of-use asset: 1,126.49 lakh.
• Standalone cash flow from operations: (871.32) lakh.
• Standalone financing cash flow: 2,196.81 lakh.

Subsidiaries & investments

• Acquired 75% stake in Aerpace General Trading LLC on 19-Jan-2026.
• Two subsidiaries as of 31 Mar 2026: Aerpace General Trading LLC and Aerpace Supercars Private Limited.
• Investment in Aerpace Supercars Private Limited carried at cost: 800.01 lakh.
• Investment in Aerpace General Trading LLC: 28.58 lakh.

Governance & board

• Appointed Prakash Gaur as Additional Non-Executive Director; Darshana Avadhoot Sawant as Independent Director in 2025.
• Darshana Sawant resigned on 14-Apr-2026; Virendra Verma resigned on 9-Jun-2026.
• Milan Shah Bhupendra redesignated as Non-Executive Director from 12-May-2026.
• Anand Manoj Shah redesignated as Managing Director & CFO from 12-May-2026.
• Anshu Shukla Pandey appointed Independent Director from 10-Jul-2026.
• RSU 2024 pool increased to 1.45 crore options.

Capital structure & liquidity

• Authorized share capital: Rs 40 crore; issued: 15.3857 crore shares (face value Rs 1).
• Promoters Kaushal Shah and Anand Shah hold about 44.84% and 18.89% respectively.
• Gearing ratio: 0.60x; Standalone borrowings: 2,568.92 lakh; Consolidated borrowings: 2,710.92 lakh.
• 96% of shares are in dematerialised form.
• Cash and cash equivalents: Standalone 2.23 lakh; Consolidated 39.71 lakh.

Audits & risk

• Statutory auditors: Ramanand & Associates; Secretarial auditors: Pravesh Palod & Associates.
• Secretarial audit notes delays in trading window and ESOP disclosures; no material adverse qualifications.
• Key audit matters include intangible assets under development and impairment in foreign subsidiary.
• Internal financial controls are adequate; no material weaknesses reported.

Related party disclosures

• Material related party transactions include sale of goods/services to Aerpace Supercars: 213.60 lakh.
• Loans to Aerpace Supercars Private Limited; interest income recorded.
• Loans to Aerpace Robotics Private Limited; terms and balances disclosed; related party approvals obtained.

Strategic outlook

• Execution focus on aerVerse: aerWing, aerDock, aerVolt, and aerOS; manufacturing readiness emphasized.
• International expansion via UAE subsidiary; opportunities evaluated as verticals mature.
• Continued technology collaborations to build domestic capabilities and ensure localisation.

AGM Details

• AGM scheduled for 30 September 2026 at 3:30 PM IST via VC/OAVM.
• Record date for attendance/voting: 23 September 2026.
• Remote e-voting window: 26 September to 29 September 2026.
• Proxies not allowed; attendance via VC/OAVM only.

Key Resolutions

• Ordinary: Adopt Audited Financial Statements (standalone and consolidated) for FY2025-26.
• Ordinary: Re-appoint Sanjay Ram Takale as Director (retiring by rotation).
• Ordinary: Re-appoint Prem Singh Rawat as Director (retiring by rotation).
• Ordinary: Appoint Dipti Nagori & Associates as Secretarial Auditor for five years.
• Special: Remuneration to Prem Singh Rawat up to ₹24 Lakh (2025-26) and ₹40 Lakh (2026-27).

Auditor Appointments

• Secretarial Auditor appointed for five years (2026-27 to 2030-31); Board to fix remuneration.
• Remuneration for 2026-27 proposed at ₹1,00,000; excluding taxes and expenses.

Governance & Directors

• Remuneration to be within annual ceiling; Board to determine actual amounts.
• Sitting fees excluded from remuneration; expenses reimbursed as applicable.
• Sanjay Ram Takale to be re-appointed as Director.
• Prem Singh Rawat to be re-appointed as Director.