Gloster Ltd

Director appointment via postal ballot

• Purpose: Ordinary resolution to appoint Meeta Khare as Non-Executive Non-Independent Director.
• Appointment date: Additional Director effective 7 August 2026; subject to rotation.
• Role and representation: LIC representative on the Board.
• Term: office determined by rotation.
• Background: LIC Executive Director Estates; relevant governance experience.
• Outcome: results not disclosed in this postal ballot notice.

AGM Details

• Date and time: 07 August 2026 at 11:00 AM, via VC/OAVM.
• Record date for voting: 31 July 2026.

Key Resolutions

• Ordinary: Adoption of standalone financial statements for year ended 31 March 2026.
• Ordinary: Adoption of consolidated financial statements for year ended 31 March 2026.
• Ordinary: Declaration of final dividend of Rs 20 per equity share.
• Ordinary: Reappointment of Hemant Bangur as director (retiring by rotation).
• Ordinary: Appointment of M/s Singhi & Co. as statutory auditors.
• Special: Ratification of remuneration of Cost Auditor for FY 2026-27.

Voting Results

• All resolutions approved by shareholders with requisite majority; no material dissent noted.
• Dividend resolution and auditor appointments recorded strong support.

Resignation of Yogendra Singh

• Resignation effective 7 August 2026 as LIC term ends.

Appointment of Meeta Khare as LIC representative

• Appointed Additional Non-Executive Non-Independent Director, LIC representative, w.e.f 7 August 2026.
• Profile: B.Sc. in Operational Research; former Executive Director (Estates), LIC.

Financial results approved

• Unaudited Q1FY2026 results approved for standalone and consolidated.
• Standalone Q1FY2026: revenue Rs 29,187.18 lakh; PAT Rs 1,009.99 lakh.
• Consolidated Q1FY2026: revenue Rs 42,739.45 lakh; PAT Rs -233.55 lakh.
• Goodwill amortization Rs 14,165.59 lakh on a business combination per Ind AS 34.

Corporate actions and regulatory matters

• Scheme of amalgamation with Gloster Lifestyle Ltd and Gloster Specialities Ltd filed with NCLT Kolkata; reserved for order.
• Trademark ownership dispute: 'Gloster' owned by Fort Gloster Industries Ltd; Supreme Court 2026; cases ongoing; no adjustments.
• NCLT reserved order on amalgamation scheme as of 14 Feb 2026; pending approval.

Filing details

• Issuer Gloster Limited; Board Meeting filing with scrip code 542351.

AGM notice and access details

• 104th AGM to be held on 7 August 2026 at 11:00 AM via VC/OAVM.
• Business to be transacted as per the AGM Notice dated 7 August 2026.
• Electronic copies of Notice and Annual Report for FY2025-26 sent to shareholders via email; others must access online.
• Web-link to Notice/Annual Report: https://www.glosterjute.com/assets/pdf/annualreports/1783494187.pdf.
• Notice and Annual Report also available on BSE, NSE, and CDSL portals.
• Shareholders to update KYC with DP (electronic) or RTA (physical) including email.
• RTA contact: Maheshwari Datamatics Pvt. Ltd., Kolkata; Tel +91-33-2248-2248; Email contact@mdplcorporate.com.
• Letter dated 16 July 2026 from Company Secretary Ayan Datta.

Overview

• Standalone BRSR for FY2025-26; revenue INR 93,888.58 lakhs; exports 19%.
• Manufactures jute Hessian and Sacking; 2 domestic plants, 1 Indian office; no international sites.
• Turnover by product: Hessian 34.71%, Sacking 61.38%.
• Reporting boundary: standalone; assurance by TÜV SÜD (limited).

Key ESG Risks & Opportunities

• Climate/energy risk from energy-intensive processing; mitigated by energy efficiency and rooftop solar.
• Emission management risks from boilers; mitigation includes air pollution controls and emissions monitoring.
• Water/effluent risk; aim for ZLD with rainwater harvesting and boiler reuse.
• Waste/circular economy opportunity by using jute waste as biomass fuel.
• Biodiversity risk; plantation drives around facilities.
• Occupational health and safety risk; robust controls and ISO 45001 certified sites.
• Human rights risk; training and monitoring; governance improvements.
• Diversity and inclusion: low female representation; plans to raise female and disabled representation.
• Community impact: CSR programs bolster social development opportunities.
• Supply chain risk: ESG supplier due diligence, supplier code of conduct, and audits.

Governance & Policy Highlights

• Board oversight with CSR Committee; MD executes sustainability; zero tolerance for regulatory non-compliance.
• Policies: anti-bribery, whistleblower, and Vigil Mechanism with Audit Committee reporting.
• Assurance: TÜV SÜD limited; Growlity assisted policy design; no non-compliance reported.
• Certifications: ISO 14001, ISO 45001, GOTS, Fair Trade, GRS; IGBC/IGCC memberships.
• Penalty event: Rs 55,000 fine by BSE for LODR disclosure non-compliance.

Social Responsibility & Workforce

• Total workforce: 353 permanent staff; 3,699 workers; female share ~2% of permanent and ~7% of workers.
• On-site medical unit; ESI for workers; PF/EDLI for employees and workers.
• LTIFR: 0 (employees); 14.11 (workers); one worker fatality in FY25-26.
• CSR investment: INR 1,63,22,187 across education, healthcare, biodiversity, community development.
• Unions: five active trade unions representing staff and workers.

Environmental Performance

• Total energy 152.55 TJ; renewables contribute 49.16 TJ; rooftop solar 1.39 MW.
• Scope 1: 1,342.59 tCO2e; Scope 2: 17,611.97; total 18,954.56 tCO2e.
• Energy intensity: 0.31 tCO2e per MT produced.
• Waste generated: 960.75 MT; landfill 738.38 MT; other disposal 220.93 MT; recycled 1.41 MT.
• Water strategy includes rainwater harvesting and ZLD plans; no water-stressed area operations.

Stakeholder Engagement & Complaints

• Stakeholders: employees, customers, suppliers, communities, investors, regulatory bodies; ongoing engagement.
• Customer complaints: 3 filed in FY2025-26; all resolved; no outstanding community/regulatory complaints.
• Mechanisms: HR channels, Whistle Blower, unions; CSR engages with communities for grievance redressal.

Other Notable Metrics

• MSME/small supplier share: 17.52% of inputs; 99.20% sourced in India; 86% rural/13.95% urban buys.
• Supplier due diligence: ESG checklist, supplier code, periodic audits.
• Product recalls: none; data privacy breaches: none; cyber risk framework under development.
• RPT exposure monitored; related-party governance disclosed in the report.