Fluidomat Ltd

KMP/Director Change

• Re-appointment of Ashok Jain as Chairman and Managing Director for 3 years w.e.f. 1 July 2027.
• Approved by members at the 50th AGM on 26 September 2026.
• Effective date: 1 July 2027.
• Profile: BE Mechanical; 53+ years’ experience; former director, Redwood Packaging Pvt. Ltd.
• Relationships: Kunal Jain (son); Radhica Sharma (daughter); Monica Jain (daughter).
• Not debarred from holding office by SEBI/other authorities.

Dividend declaration and payment

• Final dividend of Rs 7.50 per share (75%) approved for 49,27,000 shares for 2025-26.
• Record date fixed at 19 September 2026 for entitlement.
• Dividend to be credited to registered shareholders' bank accounts within the prescribed time frame.

AGM details

• Date and mode: 26 September 2026, 2:00 PM to 2:44 PM, via VC/OAVM.
• Venue: registered office Indore (deemed venue for meeting).

Resolutions passed

• Ordinary: Adoption of Audited Financial Statements – passed with requisite majority.
• Ordinary: Dividend declaration of Rs 7.50 per share – passed.
• Ordinary: Re-appointment of director (Kunal Jain) retiring by rotation – passed.
• Special: Re-appointment of Ashok Jain as chairman and MD for 3 years from 1 July 2027 – passed.

Dividend

• Dividend approved: Rs 7.50 per equity share.

Director changes

• Kunal Jain retires by rotation; re-appointed.
• Ashok Jain re-appointed as MD and Chairman for 3 years from 1 July 2027.

AGM Details

• AGM held on 26 September 2026 via VC/OAVM, 2:00 PM to 2:44 PM.
• Venue deemed at registered office; meeting conducted through VC/OAVM.
• Cut-off date for e-voting eligibility: 19 September 2026.

Key Resolutions & Results

• Item 1: Adoption of Audited Financial Statements; passed.
• Item 2: Dividend on equity shares; Rs 7.50 per share; passed.
• Item 3: Re-appointment by rotation: Shri Kunal Jain; passed.
• Item 4: Special Resolution: Re-appoint Ashok Jain as Chairman & MD for 3 years; passed.

Dividend

• Dividend approved on 49,27,000 shares at Rs 7.50 per share.

Director Changes

• Kunal Jain re-appointed by rotation.
• Ashok Jain re-appointed as Chairman & MD; remuneration fixed for 3 years.

Fluidomat Limited: Trading window closed from 1 October 2026 until 48 hours after the declaration of unaudited quarterly and half-year results for the quarter and half-year ended 30 September 2026

AGM Proceedings

• 50th AGM proceedings submitted; AGM held via VC/OAVM on Sept 26, 2026.
• FY2025-26 revenue Rs 7,661.17 lakh; PAT Rs 2,006.18 lakh; debt-free, free reserves Rs 9,144.19 lakh (Mar 31, 2026).
• Dividend: proposed dividend of Rs 7.50 per equity share (Rs 10) for FY25-26, subject to shareholder approval.
• Reappointments: Kunal Jain as director; Ashok Jain as Chairman & MD for 3 years from 1 Jul 2027.
• Voting: Remote e-voting completed Sep 25, 2026; results to be announced within 2 working days; Scrutinizer appointed.
• Unclaimed dividends: to be transferred to IEPF; notices issued; claimant details on company website and IEPF portal.
• SEBI demat window for pre-2019 physical securities open Feb 5, 2026 to Feb 4, 2027; 1-year lock-in post-transfer.
• Expansion: Foundry modernisation; added CNC machines and test beds; sheds 6,041 sq m; admin building 1,765 sq m.
• CSR: CSR expenditure Rs 40.16 lakh in FY2025-26.

Financial highlights

• Total income for 2025-26: ₹76.61 crore.
• Revenue from operations: ₹72.46 crore.
• EBITDA: ₹28.07 crore; margin 35%.
• Net profit: ₹20.06 crore; PAT margin 27.77%.
• EPS: ₹40.72 per share.
• Order book at year-end: ₹71.15 crore.
• ROCE 30%, ROE 23%.
• Total comprehensive income: ₹19.61 crore.
• Export revenue: ₹299.88 lakh.

Operations & growth

• Q4 net sales ₹29.24 crore.
• Order bookings rose 22.34% to ₹71.15 crore.
• Single-segment business: Fluid couplings; no subsidiaries.
• Strategic distributor Oceanwings expanding Saudi Arabia presence.
• Modernisation and expansion funded by internal accruals; CNC upgrades.
• Sale of unused land to monetise idle assets.

Dividends & capital allocation

• Dividend declared: ₹7.50 per equity share; total ₹369.52 lakh.
• Record date: 19 Sep 2026; AGM via VC/OAVM on 26 Sep 2026.
• Transfer to general reserve: ₹100 lakh.
• Debt-free balance sheet maintained.

Governance & compliance

• Statutory auditors: JP Saraf & Co LLP; no qualifications.
• Secretarial audit: Annexure-1; no material adverse remarks.
• Board meetings: 4; Independent Directors: 3.
• CSR: spent ₹40.21 lakh; shortfall ₹0.07 lakh carried forward.

CSR & ESG

• CSR spend for 2025-26: ₹40.21 lakh.
• 2% of average net profit: ₹40.16 lakh; spent ₹40.21 lakh.
• Excess CSR spend: ₹4,552 (noted in annexures).
• Policy available on Fluidomat website.

Outlook & risks

• Outlook positive; infrastructure investment supports industrial demand.
• Risks: commodity price volatility and supply chain disruptions.
• Debt-free stance maintained with strong internal accruals.

AGM Details

• Date/time: 26 September 2026 at 2:00 PM IST.
• Mode: VC/OAVM; venue deemed at registered office, Indore.
• Record date for entitlement: 19 September 2026.
• Cut-off for voting: 23–25 September 2026; remote voting 9:00 AM–5:00 PM.
• Attendance counts toward quorum; VC/OAVM access limited to 1000 members.

Ordinary Business

• Adopt Audited Financial Statements for year ended 31 March 2026.
• Declare dividend on 49,27,000 equity shares of Rs 10 each.
• Re-appoint Shri Kunal Jain as Director liable to rotation; remuneration up to Rs 7 lakh/month.

Special Business

• Re-appoint Shri Ashok Jain as Chairman & MD for 3 years from 1 July 2027.
• Remuneration up to Rs 84 lakh per annum; excludes PF, gratuity, leave encashment, car.
• Continuation of remuneration beyond 5% of net profits under Schedule V; terms may be varied by Board.

Dividend & Financial Highlights

• FY2025-26 turnover: Rs 7,246.14 Lakhs; PBT: Rs 2,686.63 Lakhs.

Directors & Remuneration

• Shri Kunal Jain to serve as Whole-time Director (Executive); Ashok Jain to continue as CMD.