EMS Ltd

AGM Details

• AGM held on 26-09-2026 via VC/OAVM, 12:00–12:45 IST.
• Record date 19-09-2026; remote e-voting 23–25 Sep 2026; e-voting at AGM available.

Key Resolutions

• Adopt Audited Financial Statements for FY2026 and Consolidated Financial Statements.
• Declare Final Dividend of ₹1.50 per equity share (₹10 face).
• Re-appoint Ramveer Singh (DIN 02260129) who retires by rotation.
• Ratify remuneration of Cost Auditor for the financial year 2026-27.
• Approve service of Documents to members by the company.

Dividend

• Final dividend of ₹1.50 per equity share approved.

Director Changes

• Ramveer Singh re-appointed by rotation under the Companies Act.

Auditor Appointments

• Remuneration of Cost Auditor ratified for FY2026-27; Firm: M/s Jat Sharma & Co.

Material Related Party Transactions

• No material related party transactions disclosed.

Other Material Approvals

• No other material approvals reported.

Voting Results

• All resolutions passed; no significant dissent; overall votes polled ~70% with strong Yes votes.

EMS Limited closes trading window from October 01, 2026 until 48 hours after the announcement of the Un-audited financial results for the quarter and Half Year ended September 30, 2026.

AGM Details

• Date and time: 26 September 2026, 12:00 P.M.; Mode: VC/OAVM.
• Deemed venue: Registered Office, New Delhi.
• Scrutinizer appointed for e-voting: Debabrata Deb Nath.
• Voting results to be declared later.

Resolutions Placed for Approval

• Ordinary: receive, consider and adopt Audited Financial Statements and Consolidated Financial Statements for year ended March 31, 2026.
• Ordinary: declare final dividend of ₹1.50 per equity share.
• Ordinary: reappoint Ramveer Singh by rotation.
• Special/Ordinary: ratification of remuneration of Cost Auditor for FY 2026-27.
• Ordinary: service of documents to members by the company.

Voting Status

• Voting results pending; Scrutinizer's report to be issued.
• Results to be uploaded on company and stock exchange websites.

Dividend Details

• Proposed final dividend of ₹1.50 per equity share.

Directors and Auditors

• Director Ramveer Singh proposed for reappointment by rotation.
• Cost Auditor remuneration ratified for FY 2026-27.

Order details

• Awarding entity: National Highways Authority of India (NHAI).
• Scope: Varshamedi Plaza on NH-341, Gujarat & Maharashtra, four lanes with paved shoulder.
• Contract value: Rs 2,838.88 lakhs excluding TCS.
• Execution period: 1 year.
• Domestic entity; no promoter group interest; no related-party transaction.
• Tender: Competitive bidding through e-tender.

Major project win

• EMS emerges as L-1 bidder for Rs 218.65 crore Rajasthan sewerage project.
• Scope includes STPs and sewerage networks; 18-month execution.
• Project covers six ULBs in Ganganagar, Hanumangarh, Churu.
• Includes 1-year defect liability and 10 years O&M.

Order book & pipeline

• Order book stood at Rs 2,328.91 crore as of June 30, 2026.
• L-1 for Varanasi sewerage project valued at Rs 102.85 crore in June 2026.

Management comments

• Chairman Ramveer Singh says L-1 strengthens pipeline and Rajasthan presence.

Q1 FY27 financials

• Standalone operating income Rs 125.72 crore, up 50.27% sequential.
• Standalone EBITDA Rs 25.53 crore, up 39.81% sequential.
• Consolidated operating income Rs 157.24 crore, up 30.49% sequential.
• Consolidated EBITDA Rs 28.14 crore, up 31.62% sequential.

Outlook & focus

• Focus on urban water, sanitation and wastewater projects to grow order pipeline.

Key details

• EMS declared L-1 bidder for Rajasthan Government sewerage project.
• Estimated order value including GST is Rs 218.65 crore.
• Scope: sewerage and septage management across 6 ULBs with STPs.
• Includes 1-year defect liability; 10-year operations and maintenance.
• Execution timeframe: 18 months from award.
• LOA to be issued; EMS will provide updates on receipt.

Overview

• Standalone BRSR for FY2025-26; EMS centers on water supply, sewerage, and civil construction.
• Turnover split: water/wastewater 63.51%, building construction 36.42%.
• 40 plants, 2 offices, 42 locations across 8 states; no international operations.
• CSR applicability confirmed; turnover 60,810.21 lacs; net worth 1,03,872.53 lacs.
• Certifications include ISO 45001:2018, ISO 9001:2015, ISO 14001:2015, and OHSAS 18001.

Key ESG Risks & Opportunities

• Material ESG risks: environmental impacts from projects and structural integrity concerns.
• Mitigation: ISO 14001 EMS, ISO 9001 QMS, and strict permitting/compliance.
• Safety risks managed via ISO 45001 and OHSAS 18001 across EPC/O&M sites.
• Opportunities from technology/innovation to improve efficiency, safety, and sustainability.
• No negative financial implications reported for FY2025-26.

Governance & Policy Highlights

• Risk Management Committee oversees ESG; Managing Director & CFO chairs.
• CSR Committee and other committees supervise sustainability policies and performance.
• Key policies: Vigil Mechanism/Whistle Blower, Anti-bribery, Related Party Transactions, Code of Conduct.
• Stamp duty penalty of INR 98,300; no other material penalties reported.
• Certifications include ISO 45001/2018, ISO 9001:2015, ISO 14001:2015, and OHSAS 18001.

Social Responsibility & Workforce

• Total employees: 624 permanent; 612 male, 12 female.
• Board: 7 directors; 3 female (42.86%); Key Management Personnel: 5, with 1 female (20%).
• Permanent turnover: total 31.13%; male 31.34%, female 22.22%.
• Well-being spend: 0.191% of revenue; health/safety training ~93.58% of employees.
• Premises accessible to differently abled; POSH and whistleblower mechanisms in place.

Environmental Performance

• Total non-renewable energy: 29,469,745 MJ; renewable energy share not reported.
• GHG emissions: Scope 1 3,158.67 tCO2e; Scope 2 52.65 tCO2e.
• Emissions intensity: 0.000000528 tCO2e per Rs turnover; PPP 0.00001091.
• Water withdrawal 39.12 kL; consumption 7.36 kL; discharge 31.95 kL.
• Total non-hazardous waste 0.875 MT; data on hazardous waste not quantified.

Stakeholder Engagement & Complaints

• Key stakeholders: customers, employees, suppliers, investors, communities.
• Engagement channels: email, SMS, meetings, feedback mechanisms, website.
• Grievance mechanisms via Vigil Mechanism; cs@ems.co.in; SCORES used by shareholders.
• CSR activities emphasize education and healthcare engagement with communities.

Other Notable Metrics

• Related-party transactions: Purchases from related parties 6%; Sales 22%; Loans 85.22%; Investments 63.17%.
• No public policy advocacy; no trade association affiliations noted.
• Cybersecurity policy exists on intranet; no data breaches reported in FY2025-26.
• Sourcing from government-approved vendors; no quantified inputs for sustainable sourcing.
• No formal life insurance for employees; no formal human rights due diligence conducted.

Financial performance

• Consolidated revenue from operations: 73,274.72 lakhs (FY2025-26).
• Consolidated EBITDA: 15,267.65 lakhs.
• Consolidated PAT: 9,119.43 lakhs.
• Standalone revenue from operations: 60,810.21 lakhs.
• Standalone EBITDA: 14,062.24 lakhs.
• Standalone PAT: 8,846.93 lakhs.
• Consolidated EPS: 16.30; Standalone EPS: 15.93.
• Consolidated net worth: 1,05,540.74 lakhs; Standalone: 1,03,872.53 lakhs.
• Revenue mix: Construction 60,377.91; O&M 387.19; Manufacturing 2.92 lakhs.
• Consolidated CFO: -1,490.40 lakhs; significant year-on-year cash flow pressure.

Dividend & capital allocation

• Final dividend declared: ₹1.50 per equity share; record date 19-Sep-2026.
• Dividend payout to be made within 30 days post AGM, subject to approvals.
• IPO proceeds fully utilized; Fresh Issue net proceeds ₹137.72 crore.
• Authorized share capital increased to ₹70 crore; shareholders approved via Ordinary Resolution.

Capital structure & liquidity

• Consolidated borrowings: 15,416.34 lakhs; standalone borrowings 7,690.86 lakhs.
• Consolidated debt-to-equity: 0.146; standalone 0.074.
• Consolidated current ratio: 5.14; standalone 6.15.
• Cash & bank balance: consolidated 4,170.78 lakhs; standalone 4,165.05 lakhs.

Governance & leadership

• Board meetings: 8 held in FY2025-26.
• KMP changes: Harish Kumar Kansal appointed CEO; Nand Kishore Sharma resigned; Himanshu appointed CS from Apr 15, 2026.
• Auditors: Statutory – Ajay K. Kapoor & Co; Internal – Garg Sanjay Kumar & Associates; Secretarial – R&D Company Secretaries.
• Independent Directors conform to independence criteria; disclosures under SEBI LODR maintained.

Business & operations

• Revenue mix shows construction dominance; construction revenue ₹60,377.91 lakhs; O&M ₹387.19; manufacturing ₹2.92.
• Order book/revenue visibility noted; continued focus on water/wastewater infrastructure.
• CWIP at Consolidated level: ₹3,718.01 lakhs; major capex aimed at expanding capacity.

CSR & ESG

• CSR expenditure: ₹394.00 lakhs; CSR policy publicly linked.
• ISO certifications held: ISO 9001:2015, ISO 14001:2015, ISO 45001:2018; OHSAS 18001:2007.
• Business Responsibility and Sustainability Report (BRSR) included as a separate section.

Subsidiaries & related parties

• Material subsidiaries: EMS Industries Private Limited (60%); EMS NIPL JV (74% lead partner).
• Non-controlling interests in EMS TCP-JV, Mirzapur Ghazipur STPS, EMS Himal Hydro JV, EMS NIPL JV.
• Related party transactions disclosed; all arm's length; RPT policy on company website.

Key regulatory & disclosures

• IPO proceeds: total ₹321.2459 crore; net Fresh Issue ₹146.24 crore, OFS ₹175.0059 crore.
• Individual Auditor's report indicates unmodified opinions; adherence to corporate governance norms.
• Dividend Distribution Policy disclosed; online access via company website.

AGM Details

• Date/time: 26 September 2026 at 12:00 PM IST via VC/OAVM.
• Record date: 19 September 2026; remote e-voting window: Sep 23–25, 2026.
• Cut-off for voting eligibility: Sep 19, 2026.
• AGM notice available on the company website.

Key Resolutions

• Item 1: Ordinary—adopt Audited Financial Statements for year ended 31 March 2026.
• Item 2: Ordinary—declare final dividend of Rs 1.50 per equity share.
• Item 3: Ordinary—re-appointment of Ramveer Singh as Director (retiring by rotation).
• Item 4: Ordinary—ratify remuneration of M/s Jatin Sharma & Co. as Cost Auditor for 2026-27 at Rs 1,00,000.
• Item 5: Ordinary—service of documents to members; advance fees may be charged.

Voting/Dividend Notes

• Voting results not disclosed in this notice.