Barak Valley Cements Ltd

Share Capital Audit Details

• Quarter ended Sept 30, 2026; reconciliation certificate filed.
• Issued and listed capital: 22,160,000 shares (100%).
• Demat holdings: CDSL 7,596,496 (33.96%), NSDL 13,941,503 (63.23%).
• Physical shares: 622,001 (2.81%).
• No differences between issued, listed, and total capital.
• Register of Members updated: Yes.
• Demat requests: none confirmed after 21 days; none pending beyond 21 days.
• Compliance officer: Mrs. Preeti Bhatia; Auditor: Gaurav Yadav & Co. (M.No 28484).
• Common registry agency appointed: MCS Share Transfer Agent Limited.
• Place and date: Faridabad, October 10, 2026.

AGM Details

• Held on 29 September 2026, 3:00 PM via video conferencing.
• Cut-off date for voting: 22 September 2026.
• Remote e-voting window: 26–28 September 2026.

Key Resolutions

• Resolution 1: Adoption of audited financials and board reports.
• Resolution 2: Re-appointment of Nishant Garodia by rotation.
• Resolution 3: Ratification of Cost Auditor remuneration for FY2027.
• Resolution 4: Re-appointment of Kamakhya Chamaria as Managing Director.
• Resolution 5: Ratification of related party transaction with North East Power and Infra Ltd.
• Resolution 6: Approval of related party transaction with North East Power and Infra Ltd.

Voting Results

• Resolution 1: Passed; 99.13% in favor, 0.87% against.
• Resolution 2: Passed; 99.13% in favor, 0.87% against.
• Resolution 3: Passed; 99.13% in favor, 0.87% against.
• Resolution 4: Passed; 98.97% in favor, 1.03% against.
• Resolution 5: Passed; 73.66% in favor, 26.34% against.
• Resolution 6: Passed; 73.66% in favor, 26.34% against.
• Promoter-related votes excluded for RPT results.

Director Changes

• Nishant Garodia re-appointed by rotation.
• Kamakhya Chamaria re-appointed as Managing Director.

Auditors

• Cost Auditor remuneration for FY2027 ratified.

Related Party Transactions

• Counterparty: North East Power and Infra Ltd; Nature: material RPT; Value not disclosed.

AGM details

• Held on 29 September 2026 at 3:00 PM via video conferencing/OVM.
• Concluded at 4:05 PM; deemed venue the registered office.
• Remote e-voting 26–28 September 2026; no show-of-hands voting.

Ordinary business resolutions

• Adopt standalone and consolidated financial statements for year ended 31 March 2026.
• Re-appoint director retiring by rotation.

Special business resolutions

• Ratify remuneration payable to Cost Auditor for FY ending 31 March 2027.
• Re-appoint Kamakhya Chamaria as Managing Director.
• Ratify material related party transaction with North East Power and Infra Ltd.
• Approve material related party transaction with North East Power and Infra Ltd.

Voting status

• Consolidated e-voting results to be intimated to exchanges within two working days.

Directors

• Nishant Garodia retires by rotation and offers re-appointment.
• Kamakhya Chamaria re-appointed as Managing Director.

Auditors

• Cost Auditor remuneration for FY 2027 ratified.
• Statutory Auditor attended AGM.

Material related party transactions

• Related party with North East Power and Infra Ltd discussed.

Barak Valley Cements Limited trading window will be closed from 01 October 2026 until 48 hours after the board approves the unaudited financial results for the quarter ending 30 September 2026

AGM Details

• Date/time: 29 September 2026, 3:00 PM IST; VC/OAVM.
• Deemed venue: Registered office of the company.
• Cut-off voting date: 22 September 2026.
• Register closure: 23 September to 29 September 2026 (inclusive).

Resolutions Proposed

• Ordinary: Adoption of standalone and consolidated financial statements.
• Ordinary: Re-appoint Nishant Garodia as Director (retiring by rotation).
• Ordinary: Ratify Cost Auditor remuneration for 2026-27.
• Special: Re-appoint Kamakhya Chamaria as MD for five years.
• Ordinary: Ratify NEPIL related party transaction exceeding threshold.
• Ordinary: Approve NEPIL related party transactions up to ₹30 crore for 2026-27.

Voting Status

• Voting results are not disclosed in this filing.

Director Changes

• Re-appoint Nishant Garodia as Director (by rotation).
• Re-appoint Kamakhya Chamaria as MD for five-year term.

Auditor Appointments

• Cost Auditor remuneration: ₹35,000 plus taxes.

Material Related Party Transactions

• NEPIL: ₹23.84 crore purchases; ratification and threshold cross; cap ₹30 crore for 2026-27.

Financial snapshot

• Standalone revenue from operations: 21170.59 Lakhs (FY2025-26).
• Standalone profit after tax: 495.72 Lakhs; YoY decline from 807.18.
• Standalone earnings per share: ₹2.24.
• Consolidated revenue from operations: 21217.17 Lakhs.
• Consolidated profit after tax: 29.37 Lakhs; Consolidated EPS: ₹0.13.
• Dividend declared for FY2025-26: none.
• Cement production: 315,783 MT; dispatch: 316,192 MT.

Operations and volume

• Standalone cement production: 315,783 MT; dispatch: 316,192 MT.
• Group gross revenue from operations: ₹23,488.55 Lakhs; ad spend ₹166.26 Lakhs.
• Domestic sales supported by North East demand; group turnover around ₹23.5k Lakhs.
• YoY revenue growth in group modest amid NE market dynamics.

Capital & liquidity

• Authorised capital ₹60 crore; paid-up ₹22.16 crore; no change.
• Total borrowings (consolidated): ₹2938.09 Lakhs; net debt ₹2836.00 Lakhs.
• Net gearing ratio: 0.18x; cash & cash equivalents ₹25.78 Lakhs consolidated.
• Dividend policy: no dividend for the year.

Governance & board

• Board: 8 directors; 4 independent including two women.
• Kamakhya Chamaria reappointed as MD for 5 years (Aug 12, 2027–Aug 11, 2032).
• Salary ₹7.50 Lakhs per month; annual increment up to 10%; not liable to retire by rotation.
• Statutory auditors re-appointed; no member ratification required under Companies Act.
• Secretarial audit flagged a one-day AR filing delay; fines paid.

Related party transactions

• RPT with North East Power & Infra Ltd (NEPIL) ₹23.84 Crore in FY2025-26.
• Material threshold exceeded; ratification sought post NSE notice.
• RPT for 2026-27: up to ₹30 Crore; limestone, fly ash and materials.
• BVCL holds 18% in NEPIL; Kamakhya Chamaria is common director.

CSR and sustainability

• CSR spend: ₹17.27 Lakhs in FY2025-26; 2% average net profit target ₹21.68 Lakhs.
• Balance carried forward: ₹3.50 Lakhs; total CSR obligation ₹13.77 Lakhs.
• CSR policy available on BVCL website; admin overhead nil.

Subsidiaries & consolidation

• Five wholly owned subsidiaries: Cement International Ltd; Badarpur Energy Pvt Ltd; Meghalaya Minerals & Mines Ltd; Valley Strong Cements (Assam) Ltd; Mustoh Cement Ltd.
• Some subsidiaries yet to commence operations; Mustoh and Valley Strong are pre-operational.
• Consolidated statements include all subsidiaries; no associates/joint ventures.

AGM & investor info

• 27th AGM: Sept 29, 2026 at 3:00 PM via VC/OAVM.
• Cut-off date: Sept 22, 2026; remote e-voting: Sept 26–28, 2026.
• VC/OAVM access limited to 1500 members; FAQs on BVCL site.

Market outlook & risks

• Indian cement demand positive; infrastructure investments support growth.
• NE region offers expansion opportunities; focus on capacity and green cement.
• Risks: fuel and raw material price volatility; logistics and regulatory changes.
• Outlook: expand into south, east, central markets with efficiency gains.

AGM notice revision

• Board approved revised notice for 27th AGM on 29 September 2026 at 3:00 PM via VC/OAVM.
• Earlier AGM notice not circulated; revised notice will be final and shared with members.
• Meeting to be held via Video Conferencing/AV means; final notice to be circulated accordingly.
• No financial impact disclosed in the filing.
• Board meeting held on 2 September 2026.