Indong Tea Company Ltd

Management and auditor changes

• Madanlal Garg re-appointed as Director liable to retire by rotation; elder brother of Hariram Garg.
• Rajesh Garg re-appointed as Director liable to retire by rotation; son of Hariram Garg; spouse of Rama Garg.
• Rama Garg re-appointed as Director liable to retire by rotation; spouse of Rajesh Garg; daughter-in-law of Hariram Garg.
• Hariram Garg steps down as MD on 28 Sep 2026; remains Chairman & ED from 1 Oct 2026.
• Rajesh Garg appointed as MD for five years from 28 Sep 2026 to 27 Sep 2031.
• Akhil Manglik re-appointed as Independent Director for five years from 4 Feb 2027 to 3 Feb 2032.
• Agarwal Kejriwal & Co re-appointed as Statutory Auditor for five years from AGM 2026 to AGM 2031.

AGM Details

• Date and mode: 28 Sep 2026, 11:00 IST via VC/OAVM.
• Cut-off voting date: 21 Sep 2026.
• Shareholders on record: 390.
• VC attendance: promoter group 12, public 15.
• No physical or proxy attendance.

Key Resolutions and Outcomes

• Item 1 (Ordinary): Adopt audited financials and reports; passed with 100% in favour.
• Item 2 (Ordinary): Reappoint Madanlal Garg as director on rotation; passed.
• Item 3 (Ordinary): Appoint Rajesh Garg on rotation; passed with 99.97% in favour.
• Item 4 (Ordinary): Reappoint Rama Garg on rotation; passed.
• Item 5 (Ordinary): Reappoint Agarwal Kejriwal & Co as statutory auditor for five years; passed.
• Item 6 (Special): Voluntary stepping down of MD Hariram Garg to Chairman and Executive Director; passed.
• Item 7 (Ordinary): Redesignate Rajesh Garg from Non-Executive to Managing Director; passed.
• Item 8 (Special): Re-appoint Akhil Kumar Manglik as Non-Executive Independent Director; passed.

Dividend

• No dividend proposed or declared.

Director Changes

• Hariram Garg steps down as MD; becomes Chairman and Executive Director.
• Rajesh Garg redesignated from Non-Executive Director to Managing Director.
• Akhil Kumar Manglik appointed as Non-Executive Independent Director.
• Directors reappointed on rotation: Madanlal Garg, Rajesh Garg, Rama Garg.

Auditor Appointments

• Statutory auditor Agarwal Kejriwal & Co reappointed for five years.

Material Related Party Transactions

• No material related party transactions approved.

Other Material Approvals

• Board leadership changes and director redesignations approved.

Indong Tea Company Limited — Trading Window closed from 1 October 2026; will reopen 48 hours after declaration of Unaudited Financial Results for the half-year ended 30 September 2026.

AGM Details

• 36th AGM held 28 Sep 2026 at 11:00 AM IST via VC/OAVM.

Ordinary Business

• Adopt audited financial statements for year ended 31 March 2026.
• Re-appoint Madanlal Garg, retiring by rotation.
• Re-appoint Rajesh Garg, retiring by rotation.
• Re-appoint Rama Garg, retiring by rotation.
• Re-appoint Agarwal Kejriwal & Co as statutory auditor for five years.

Special Business

• Voluntary stepping down of Hariram Garg from Chairman & MD to Chairman with Executive Director duties.
• Redesignation of Rajesh Garg from Non-Executive Director to Managing Director.
• Re-appoint Akhil Kumar Manglik as Non-Executive Independent Director.

Voting Status

• Voting results to be declared within two working days and uploaded to company site and BSE.
• Meeting concluded at 11:41 AM IST.

Director Changes

• Hariram Garg steps down as MD; remains Chairman and Executive Director.
• Rajesh Garg redesignated from Non-Executive Director to Managing Director.
• Akhil Kumar Manglik appointed as Non-Executive Independent Director.

Auditor Appointment

• Agarwal Kejriwal & Co reappointed as statutory auditor for five-year term.

Promoter on-market stake increase disclosed

• Subject: Hariram Garg discloses on-market purchase under SEBI SAST regulations.
• Acquired 4,000 shares on-market between 29 Aug and 4 Sep 2026.
• Pre-acquisition holding was 26,66,661 shares; post-acquisition 26,70,661 shares.
• Promoter stake around 13.75% of paid-up capital.
• Total paid-up capital Rs 19,42,10,480; total shares 1,94,27,048.
• Exchange: BSE Limited; mode: On Market.

Promoter shareholding change

• Promoter Hariram Garg purchased 4,000 Indong Tea shares on-market between 29 Aug and 4 Sep 2026.
• Pre-acquisition holding: 26,66,661 shares (13.73%); post-acquisition: 26,70,661 shares (13.75%).
• Regulatory disclosure filed under SEBI PIT Regulations 2015, Regulation 7(2) and 6(2).
• Date of disclosure: 11 September 2026.
• Total promoter stake after acquisition: 13.75% of paid-up capital.

AGM notice dispatch

• AGM notice and annual report for FY 2025-26 dispatched to members on 03-09-2026 via prescribed mode (NSDL).
• Signed by Chandan Gupta, Company Secretary cum Compliance Officer.

Financial highlights

• Revenue from operations: ₹2,300.49 lakh, down from ₹3,033.45 lakh prior year.
• Total income: ₹2,335.11 lakh; PAT: ₹-82.66 lakh; EPS: ₹0.16.
• Total comprehensive income: ₹31.35 lakh; OCI: ₹114.01 lakh.

Operational performance

• Tea crop harvested: 45,16,139 kg; produced: 10,61,209 kg; sold: 10,61,175 kg.
• Average realization: ₹193.57/kg; tea revenue ₹2,052.02 lakh.
• Non-tea sales: pulses, jute, rice ₹248.47 lakh.
• Adverse rainfall and cost pressures weighed on profitability.

Capital structure & liquidity

• Equity share capital ₹1,942.10 lakh; issued 44.20 lakh shares in 2025.
• Total equity ₹6,043.68 lakh; assets ₹7,802.54 lakh.
• Borrowings include Axis Bank CC loan ₹785.19 lakh; term loans disclosed in notes.
• Debt-to-equity around 0.17; cash ₹8.78 lakh.

Governance & management changes

• Shri Hariram Garg to step down as MD on 28 Sept 2026; will remain Chairman & Executive Director.
• Shri Rajesh Garg appointed Managing Director for five years from 28 Sept 2026.
• Independent directors Akhil Manglik et al. proposed for re-appointment; Board comprises seven directors.

Audit, controls & compliance

• M/s Agarwal Kejriwal & Co re-appointed as statutory auditors for 2026-31.
• Secretarial audit conducted; no qualifications; CEO/CFO certifications provided.
• Internal financial controls deemed adequate; company follows going concern basis.

Risks & outlook

• Tea industry risks: wage costs, input prices, and weather variability.
• Management focuses on quality, productivity, and cost control; capacity expansion subject to approvals.
• Outlook remains cautiously positive with potential price and productivity improvements.

AGM Details

• AGM date/time: 28 September 2026 at 11:00 IST via VC/OAVM.
• Record date/cut-off: 21 September 2026.
• Register closure: 22–28 September 2026 (inclusive).

Ordinary Business

• Adopt Audited Financial Statements for year ended March 31, 2026.
• Re-appoint Madanlal Garg as Director (retiring by rotation).
• Re-appoint Rajesh Garg as Director (retiring by rotation).
• Re-appoint Rama Garg as Director (retiring by rotation).
• Re-appoint Agarwal Kejriwal & Co as Statutory Auditor for five years; fees up to Rs 1.50 lakh.
• Board authorized to vary remuneration in consultation with Auditors.

Special Business

• Hariram Garg to voluntarily step down as Managing Director, effective 28 September 2026.
• He shall continue as Chairman & Executive Director post-cessation.
• Remuneration for Hariram Garg from Oct 1, 2026: Rs 3 lakh/month; Rs 42 lakh/year.
• Tenure: five years ending Sept 30, 2031.
• Authority to file necessary forms and disclosures with regulators.
• Rajesh Garg redesignated as Managing Director; five-year term; no remuneration; sitting fees only.

Directors & Remuneration

• Akhil Manglik re-appointed as Non-Executive Independent Director for second term (2027–2032).

Dividend

• No dividend proposed or declared.

Related Party Transactions

• No material related party transactions disclosed in the notice.