Cochin Malabar Estates & Industries Ltd

AGM Details

• Date and time: Friday, 25 September 2026 at 11:30 AM.
• Mode: VC/OAVM; deemed venue: Kolkata.
• Record entitlement cut-off: 16 September 2026.
• Remote e-voting window: 22–24 September 2026.

Key Resolutions

• Adopt audited financial statements for the year; ordinary resolution.
• Re-appoint director by rotation; ordinary resolution.
• Re-appoint Whole-time Director; special resolution.
• Appoint Independent Director; special resolution.

Voting Results

• Resolutions 1–3 passed with overwhelming in-favour support.
• Independent director appointment passed; one shareholder abstained.

Dividend

• No dividend proposed or declared.

Director Changes

• Director by rotation re-appointed.
• Whole-time Director re-appointed.
• Independent Director appointed.

Auditors

• No auditor changes disclosed.

Material Related Party Transactions

• No material related party transactions disclosed.

Other Material Approvals

• Special resolutions for director appointments approved.

AGM outcomes

• AGM held on 25 September 2026 via VC/OAVM.
• Audited financial statements for year ended 31 March 2026 adopted.
• Re-appointment of Hemant Banwr (DIN 00040903) by rotation approved.
• Re-appointment of Mr. C.P. Sharma (DIN 00258646) as Whole-time Director approved (Special Resolution).
• Appointment of Ghanshyam Mundhra (DIN 02653123) as Independent Director for five-year term (Special Resolution).
• Auditors' report on financial statements taken as read with no qualifications.
• Voting results to be intimated after Scrutinizer's Report; e-voting completed.

Cochin Malabar Estates & Industries Ltd – Trading Window Closure

Financial performance & position

• Revenue from operations nil; total income ₹2,213.12 thousand FY2025-26.
• PAT: loss ₹4,601.47 thousand.
• Net worth eroded; going concern status maintained due to Goa assets.
• Dividend not recommended for year ended 31 March 2026.
• Borrowings ₹39,900.00 thousand; cash ₹3,382.37 thousand.
• Commission income ₹22.13 lakh; Rubberwood factory non-operational ~28 years.

Operations & assets

• Rubberwood factory non-operational for ~28 years.
• Goa land assets under development; no current production.
• PPE net carrying amount ₹7,632.73 thousand.
• Some land title deeds not in company name; mutation in progress.

Capital structure & liquidity

• Equity capital ₹17,719.08 thousand; unchanged in 2025-26.
• Borrowings ₹39,900.00 thousand; split ₹20,000k secured and ₹19,900k unsecured.
• Net debt to equity ratio −1.90; negative equity.
• Cash and cash equivalents ₹3,382.37 thousand; liquidity constrained.
• No deposits accepted; related-party borrowings present.

Dividend & capital allocation

• No dividend paid or proposed; no general reserve transfer.

Governance & board changes

• Independent director Jay Kumar Surana died on 17 Mar 2026.
• Hemant Bangur retires by rotation; re-appointment recommended.
• C.P. Sharma reappointed as Wholetime Director for three years.
• Ghanshyam Mundhra appointed Independent Director for five years from 24 Jul 2026.
• Audit and Nomination committees reconstituted later in 2026.

Audit, risk & compliance

• Statutory auditors: Singhi & Co; Secretarial Auditor: Maheshwari Soni Kapoor & Associates.
• Going concern noted in independent auditor's report.
• Secretarial audit: no qualifications; internal controls adequate.

Related party transactions

• Closing balance outstanding to related parties ₹19,900 thousand.
• Loans received from entities controlled by KMP: ₹6,500 thousand; repaid ₹2,000.
• Interest paid to related parties: ₹1,412.63 thousand; KMP remuneration ₹36 thousand; sitting fees ₹50-70 thousand.

Outlook & going concern

• Going concern basis maintained; relies on Goa land development.
• New Labour Codes effective 2025; no material incremental liability expected.

AGM Details

• 96th AGM on 25 September 2026 at 11:30 AM via VC/OAVM.
• Register of Members and Share Transfer Books closed 21-25 September 2026.
• Cut-off date for e-voting: 18 September 2026; remote e-voting 22-24 September 2026.

Key Resolutions

• Ordinary: Adoption of Audited Financial Statements for year ended 31 March 2026.
• Ordinary: Appointment of Hemant Bangur as Director liable to retire by rotation.
• Special: Re-appointment of C.P. Sharma as Whole-time Director; terms per explanatory statement.
• Special: Appointment of Ghanshyam Mundhra as Independent Director for first term of five years.

Director Changes

• Hemant Bangur: re-appointed as Director liable to retire by rotation.
• C.P. Sharma: re-appointed as Whole-time Director for 3 years; consolidated salary ₹60,000 per annum.
• Ghanshyam Mundhra: appointed Independent Director for five-year term, starting 24 July 2026.

Book closure

• Book closure for AGM: 21-09-2026 to 25-09-2026 (inclusive) for equity shares; AGM on 25-09-2026.