Igarashi Motors India Ltd

AGM Details

• AGM held on 07 Aug 2026, 10:00–11:25 AM, via VC/OAVM.
• Record date 31 Jul 2026; on-record shareholders 28,217.

Resolutions Put to Vote

• Resolution 1: Adopt Audited Financial Statements and Reports of Board and Auditor.
• Resolution 2: Approve final dividend of ₹1.30 per equity share.
• Resolution 3: Re-appoint Haruo Igarashi by rotation.
• Resolution 4: Approve material related party transactions with Igarashi Electric Works Limited (Japan).
• Resolution 5: Approve remuneration to related party holding office or place of profit.
• Resolution 6: Ratify remuneration to Cost Auditors for FY 2026-27.

Dividend

• Final dividend of ₹1.30 per equity share approved.

Directors & Appointments

• Mr. Haruo Igarashi re-appointed by rotation.

Auditors

• Remuneration to Cost Auditors for 2026-27 ratified.

Material Related Party Transactions

• Approval for material related party transactions with Igarashi Electric Works Limited (Japan).

Voting Outcomes

• All six resolutions passed; item 4 had 0.42% opposed.

AGM Details

• 34th AGM held Aug 7, 2026 at 10:00 AM IST via VC/OAVM; concluded 11:25 AM.
• Cut-off date for e-voting: 31 July 2026; remote e-voting Aug 4–6, 2026.
• Attendance: 78 members representing 2,36,28,788 shares (75.07%).

Key Resolutions

• Adopt Audited Financial Statements for year ended March 31, 2026, and related reports.
• Approve final dividend of Rs 1.30 per equity share for FY 2025-26.
• Re-appoint Haruo Igarashi, who retires by rotation.

Related Party Transactions

• Approve material related party transactions with Igarashi Electric Works Limited, Japan.

Voting & Remuneration

• E-voting results to be declared within two working days.
• Remuneration to related party holding office or place of profit approved.
• Ratification of remuneration payable to Cost Auditors for FY 2026-27.

AGM Details

• AGM held on 07 Aug 2026 at 10:00 IST via VC/OAVM.
• Record date for dividend and AGM: 31 July 2026.
• Register of Members closed from 01 to 07 August 2026.

Key Resolutions

• Adopt Audited Financial Statements and Directors’ and Auditor’s Reports.
• Declare final dividend of Rs 1.30 per equity share.
• Re-appoint Haruo Igarashi as Non-Executive Director, liable to rotation.
• Approve Material Related Party Transactions with IEWL (Japan) up to 950 crore.
• Approve remuneration to related party for IT ERP role (potentially above ₹2.5 lakh/month).
• Ratify Cost Auditors’ remuneration for FY 2026-27.

Dividend

• Dividend proposed at Rs 1.30 per equity share.
• Dividend paid in the previous year was Rs 2.50 per share.

Director Changes

• Haruo Igarashi recommended for re-appointment as Non-Executive Director.
• Independent Director L Ramkumar re-appointed for five-year term (from 30 Jul 2025).

Auditor Appointments

• Statutory auditors BS R & Co LLP continue; tenure up to 35th AGM.
• Cost Auditor remuneration ratified for FY 2026-27: ₹1.50 Lakhs.
• Secretarial Auditor BP & Associates engaged for a five-year term from FY2025-26.

Material Related Party Transactions

• Approval of omnibus material RPT with IEWL (promoter subsidiary) for up to ₹950 crore; period to next AGM.

Other Material Approvals / Notices

• Notice confirms e-voting via CDSL; record date and remote e-voting window defined.
• Tax withholding at source on dividend applies; PAN, KYC required by 24 July 2026.

Financial results and board approvals

• Board approves unaudited Q1 2026-27 results for quarter ended 30 June 2026 on 06 August 2026.
• Audit Committee reviewed results; limited review report by B S R & Co. LLP, unqualified.
• Revenue from operations: 25,086.82 lakhs.
• Profit before tax: 715.72; profit after tax: 676.69.
• Earnings per share: Basic 2.15; No subsidiary/ JV as of 30 June 2026.
• Current tax reversal of 143.26 lakhs included.
• Automotive revenue: 21,803.59; Non-automotive: 3,283.23.
• Total segment results: 2,831.65.

Auditor report and regulatory notes

• Limited Review Report unqualified; no material misstatement.
• Notes confirm Ind AS 34 interim reporting and Regulation 33 compliance.
• Figures for 31 Mar 2026 are balancing figures.
• Company has no subsidiary/associate/JV as on 30 June 2026.
• Results available on BSE/NSE websites and company site.

Meeting Details

• Date: August 06, 2026; time and location not disclosed.

Key Agenda Items

• Consider unaudited IndAS financial results for Q1 ended June 30, 2026.

Other Notes

• Trading window closure from July 01, 2026 to August 08, 2026.
• Results to be hosted on company website and stock exchanges.

Overview

• Standalone BRSR for FY2025-26 filed by Igarashi Motors India Limited.
• Main activity: manufacturing electrical equipment and motors.
• Top turnover: Electric Micro Motors 88%, BLDC Ceiling Fans 12%.
• Exports contribute 57% of total turnover; nine plants and one office in India.
• Reporting boundary is standalone; report available on the company website.

Key ESG Risks & Opportunities

• Power scarcity is both an opportunity and cost driver; energy efficiency and solar upgrades underway.
• Water scarcity risk; meters installed and conservation/reuse measures implemented.
• Regulatory changes pose compliance risk or opportunity; monthly reviews and compliance dashboard.
• Occupational safety risk mitigated by audits, training, and a formal OH&S SOP.
• Natural calamities risk; contingency plans and trained emergency response teams.
• Emissions management; over 50% electricity from wind/green sources; Scope 3 tracking.
• Hazardous waste disposal via co-processing and TNPCB-approved channels to reduce waste.
• Emerging technology; R&D focused on energy reduction and packaging optimization.
• High material consumption risk; adopting material-efficient technologies and sustainable alternatives.
• Shift to sustainable materials; eco-friendly packaging reduces plastics usage.
• Climate action roadmap; renewable-energy upgrades and net-zero target by 2070.
• 80% cumulative reduction in Scope 1+2 emissions achieved to date.

Governance & Policy Highlights

• ESG governance via Risk Management & ESG Committee; Managing Director as top authority.
• Board-approved policies: anti-corruption, whistleblower, code of conduct, related party transactions.
• Certifications: ISO 14001, ISO 45001, TS16949, ISO 9001, BIS.
• ESG targets include energy reduction, solar installation, and net-zero by 2070.
• Energy and Scope 1/2 emissions verified by DQS India; other metrics not externally assured.
• No penalties or fines reported; compliance tool monitors statutory adherence.

Social Responsibility & Workforce

• Total workforce 2,121; 311 permanent employees and 1,810 workers.
• Women on board 17%; senior management 6%; female permanent staff 23%; female workers 53%.
• Parental leave: 88% return-to-work; 78% retention after leave.
• 100% of permanent employees have health/accident insurance; maternity benefits provided.
• Creche facility available at MEPZ; barrier-free accessibility across premises.
• POSH and whistleblower policies in place; 1 POSH complaint in FY2025-26.
• Retirement transition: opportunity to work as consultant for up to two years.

Environmental Performance

• Total energy 73,877 GJ; renewables 67,818 GJ; 90% renewable electricity used.
• Scope 1: 789 tCO2e; Scope 2: 117 tCO2e; total 906 tCO2e.
• Energy intensity: low per INR turnover; verified by an external agency.
• Water withdrawal: groundwater 42,151 kl; third-party 5,590 kl; total 47,941 kl.
• Water discharge: 37,467 kl to groundwater; no water stress area operations.
• Waste generated 5,149 t; 5,111 t recycled; zero hazardous waste to landfill.
• ISO 14001, ISO 45001, TS16949, ISO 9001, BIS certifications in place.

Stakeholder Engagement & Complaints

• Stakeholders include employees, customers, investors, suppliers, local communities, and industry bodies.
• Engagement channels: emails, meetings, intranet; investors engage quarterly.
• SRC handles shareholder grievances; ESG&R Committee reviews ESG program progress.
• POSH complaint filed in FY2025-26; no data privacy or cyber complaints reported.
• Supplier code of conduct and ESG-related training planned for value-chain partners.

Other Notable Metrics

• Affiliations with three trade associations: EOUs/SEZs, Indian Fan Manufacturers, Indo-Japan Chamber.
• ROHS-compliant sustainable inputs near 100% of raw materials sourced.
• Local procurement: 26% from MSMEs; 46% from within district.
• Scope 3 emissions data collected; total 110,593 tCO2e; intensity 0.00001277 per INR.
• CSR programs benefit 1,405,000 cancer-awareness beneficiaries; Health Center served 500; 48,000 patient interactions.
• 2,500 saplings distributed; 0 recalls; cyber security policy in place.

Record Date Details

• Purpose: final dividend for FY ended 31 March 2026 and AGM.
• Security: Equity.
• Record date: 31 July 2026.
• AGM date: 7 August 2026.

AGM Details

• 34th AGM on August 7, 2026 at 10:00 IST via VC/OAVM.
• Notice circulated to shareholders electronically on July 13, 2026.
• Record date for final dividend and e-voting cut-off: July 31, 2026.
• Remote e-voting from August 4 to August 6, 2026 (9:00–17:00 IST).
• AGM e-voting results to be announced within 2 working days after AGM.
• Register of Members closed from August 1 to August 7, 2026 for final dividend.

Resolutions put to vote

• Ordinary: adoption of Audited Financial Statements and reports of the Board and Auditor.
• Ordinary: dividend of ₹1.30 per equity share for FY 2025-26.
• Ordinary: re-appointment of Mr. Haruo Igarashi as Non-Executive Director (retiring by rotation).
• Special: approval of Material Related Party Transactions with Igarashi Electric Works Limited (IEWL) for up to ₹950 crore over 15 months, at arm's length.
• Ordinary: remuneration to Mr. C. Vignesh for office/place of profit, may exceed ₹2.50 lakh per month; one-time approval.
• Ordinary: ratification of remuneration of Cost Auditors for FY 2026-27 (₹1.50 lakh).

Voting Results

• Voting outcomes for each resolution not disclosed in this filing.

Dividend

• Dividend proposed: ₹1.30 per equity share (face value ₹10).
• Payable if approved, after the AGM date.

Directors &Auditors

• Director changes: Haruo Igarashi to be re-appointed; retires by rotation.
• Statutory Auditor: B S R & Co LLP (FY2022-23 to FY2026-27).
• Secretarial Auditor: BP & Associates; Cost Auditor: B Y & Associates; Internal Auditor: Sharp & Tannan.

Material Related Party Transactions

• RPT with IEWL ( promoter/subsidiary): up to ₹950 crore, 15 months from Aug 7, 2026 to 35th AGM.
• Transactions include sale/purchase of goods and services, royalties, PPE, and management/technical fees; arm’s length.
• Value as percentage: ~113% of IMIL’s last audited turnover; 36.81% of IEWL turnover.

Other Material Approvals

• Remuneration to related party Mr. C. Vignesh: one-time approval to exceed ₹2.5 lakh per month.
• Cost Auditor remuneration for FY 2026-27: ₹1.50 lakh; ratification sought.