GS Auto International Ltd

AGM Details

• Date, time, mode: 30 September 2026, 11:00 AM, via VC/OAVM.
• Meeting concluded at 11:22 AM.

Key Resolutions

• Adopt Audited Financial Statements for FY ended 31 March 2026.
• Re-appoint Executive Director by rotation.
• Appoint CS Arora & Associates as Statutory Auditors for five years; remuneration to be fixed.
• Approve remuneration of Cost Auditors for FY 2027.
• Appoint Joga Singh as Independent Director for five years (Aug 2026–Aug 2031).
• Appoint Vineet Gupta as Independent Director for five years (Aug 2026–Aug 2031).
• Appoint Baldev Arora & Associates as Secretarial Auditors for five years (FY 2026–31).

Voting Results

• Voting results for all resolutions will be announced by Oct 3, 2026.

Dividend

• Dividend proposal not disclosed in proceedings.

Director Changes

• Re-appoint Executive Director Harkirat Singh Ryait by rotation.
• Appoint Joga Singh as Independent Director for 2026–2031.
• Appoint Vineet Gupta as Independent Director for 2026–2031.
• Baldev Arora & Associates appointed Secretarial Auditors for five years.

Auditor Appointments

• Statutory Auditors: CS Arora & Associates appointed for five years; remuneration to be fixed.
• Cost Auditors: Remuneration for FY 2027 to be approved.

Related Party Transactions

• No material related party transactions disclosed.

Reopening timing

• Reopening is 48 hours after the Board Meeting that considers unaudited results for quarter/half-year ended Sept 30, 2026.

Overall Compliance Status

• Complied with applicable SEBI LODR provisions; no material non-compliances observed.

Key Non-Compliances

• No material non-compliances identified during the review period.

Remedial Actions

• Policies are being updated to align with recent SEBI amendments.

Board and Committee Composition

• No director disqualifications reported.
• No subsidiaries during the period; no committee issues.

Website and Disclosure Practices

• Functional website maintained with timely disclosures; governance links are accurate.

Subsidiary Compliance

• No subsidiary during the period; no consolidation issues.

Regulatory Actions

• No SEBI or stock exchange actions reported.

Special Situations

• Exemption claimed under Regulation 15(2) LODR.
• Employee Benefit Scheme disclosures not applicable per SEBI circular.

Financial highlights

• Revenue from operations: Rs 15043.41 Lakhs for FY26.
• Domestic revenue 14740.70 Lakhs; exports 302.71; total 15043.41.
• PBDIT 1155.75; PBIT 770.55; PBT 386.68; PAT 340.17 Lakhs.
• Total comprehensive income 391.94 Lakhs; EPS 2.34.
• Dividend per share: not declared for FY2025-26.
• Rights issue proceeds: Rs 1,451.46 Lakhs.
• Gearing ratio 0.91x; total debt Rs 2,464.63 Lakhs.
• Paid-up capital: Rs 725.73 Lakhs; 1,45,14,580 shares issued.

Geography & product mix

• Domestic revenue dominates at Rs 14,740.70 Lakhs; exports modest at Rs 302.71.
• Product lines: Casting, Machined, Forged auto components.
• Supplies to OEMs, aftermarket, and exports markets.
• Export earnings: Rs 241.81 Lakhs; export revenue Rs 302.71 Lakhs.

Rights issue & capital raise

• Rights issue completed; funds for working capital and capex.
• Authorized capital raised to Rs 25,00,00,000; equity shares issued 1,45,14,580.
• Promoter and group holdings disclosed; demat shareholding robust at 97.45%.

Debt profile & liquidity

• Current borrowings Rs 1,557.57 Lakhs; non-current Rs 628.86 Lakhs.
• Total debt Rs 2,464.63 Lakhs; gearing 0.91x.
• Cash & bank balances: Rs 11.55 Lakhs; bank balances Rs 87.74 Lakhs.
• Net cash from operating activities: Rs 763.82 Lakhs.

Operations & capacity

• Two units: Ludhiana and Jamshedpur; SGI unit capacity 12,000 tonnes annually.
• In-house foundry with DISA & Arpa lines; focus on quality & efficiency.
• ISO/TS 16949 quality certification maintained.

Governance & leadership

• Board: nine directors; two women; executive chair; four independent.
• Khangura Independent Director resigned Jan 14, 2026; Joga Singh & Vineet Gupta appointed Aug 29, 2026.
• Sandeep resigned Jan 21, 2026; Jasmine Kaur appointed Feb 7, 2026.
• Audit Committee: new chair from Aug 29, 2026; Baldev Arora secretarial auditor engaged.

Audit, risk & internal controls

• Statutory auditors Sukhminder & Co; CS Arora & Associates proposed for 2026-31.
• Secretarial audit by Baldev Arora & Associates; no qualifications.
• Internal financial controls considered adequate; no material weaknesses observed.
• Vigil mechanism/Whistle Blower policy in place; no complaints in year.

Outlook & risks

• Automotive sector outlook: 3-6% growth in FY2027; policy support ongoing.
• Industry risk: FX exposure; unhedged; sensitivity to currency moves.
• Management emphasizes risk governance and disciplined capital allocation.

AGM details and annual report access

• AGM 52nd on 30 Sep 2026 at 11:00 IST via VC/OAVM.
• Annual Report 2025-26 accessible online; weblink and exact path provided.
• Cut-off date for email registration: 28 Aug 2026.
• Letter sent to shareholders without registered emails per Regulation 36(1)(b).
• SEBI circular requires updated KYC for demat/physical holders and electronic payments.
• Update email with your depository/ RTA to continue receiving notices and documents.
• For queries, contact Company Secretary at cs@gsgroupindia.com.

AGM details

• The 52nd AGM will be held on Sep 30, 2026 at 11:00 AM IST via VC/OAVM.
• Record date for voting eligibility is Sep 23, 2026.
• Register of Members and Transfer Books closed Sep 24–30, 2026 (inclusive).
• Remote e-voting period from Sep 27, 2026, 9:00 AM to Sep 29, 2026, 5:00 PM IST.
• Deemed venue is the company's registered office in Ludhiana, Punjab.

Key resolutions

• Adopt Audited Financial Statements for year ended Mar 31, 2026 with reports.
• Re-appoint Harkirat Singh Ryait as Executive Director, retiring by rotation.
• Appoint Statutory Auditors M/s CS Arora & Associates for five years.
• Approve remuneration for Cost Auditors M/s Pawan & Associates for 2026-27.
• Appoint Joga Singh as Independent Director for five years (Aug 29, 2026 – Aug 28, 2031).
• Appoint Vineet Gupta as Independent Director for five years (Aug 29, 2026 – Aug 28, 2031).
• Appoint Baldev Arora & Associates as Secretarial Auditors for 2026-31.

Director changes

• Harkirat Singh Ryait to be re-appointed; retires by rotation.
• Joga Singh appointed as Independent Director effective Aug 29, 2026 for five years.
• Vineet Gupta appointed as Independent Director effective Aug 29, 2026 for five years.
• Both appointments are subject to shareholder approval and not subject to rotation.

Auditor appointments

• Statutory Auditors: M/s CS Arora & Associates; five-year term from AGM to 57th AGM.
• Cost Auditors: M/s Pawan & Associates; remuneration for 2026-27 approved.
• Secretarial Auditors: Baldev Arora & Associates; five-year term 2026-31.

Voting results

• No voting results are provided in this AGM notice.

Independent Directors appointment

• Appointed Mr. Joga Singh as Non-Executive Independent Director for 5 years from 29 Aug 2026, subject to approval.
• Profile: 23 years in power sector and environmental management.
• Not related to other directors; not debarred by SEBI.
• Appointed Mr. Vineet Gupta as Non-Executive Independent Director for 5 years from 29 Aug 2026, subject to approval.
• Profile: 21 years in accounting and financial management.

Committee reconstitution

• Audit Committee: Chairman Pardeep Sehgal; members Kanwalpreet Singh Walia, Jasbir Singh Ryait, Mohit Bansal; effective 29 Aug 2026.
• Nomination & Remuneration Committee: Chairman Pardeep Sehgal; Mohit Bansal, Kanwalpreet Singh Walia; effective 29 Aug 2026.
• Stakeholders Relationship Committee: Chairman Pardeep Sehgal; Mohit Bansal, Kanwalpreet Singh Walia; effective 29 Aug 2026.