Ingersoll-Rand (India) Ltd

Corrigendum details

• Corrigendum dated Oct 12, 2026 to Postal Ballot Notice Aug 14, 2026 issued.
• Corrects classification: Item No.1 to Special Resolution for Ajay Shriram Patil appointment.
• Correction does not change the resolution's subject or terms; only classification.
• E-voting window fixed: Sep 28, 2026 9:00 IST to Oct 27, 2026 17:00 IST.
• Results to be announced within 48 hours of remote voting; Scrutinizer's report final.
• Appointment: Independent Non-Executive Director for 5 years Aug 15, 2026–Aug 14, 2031; not liable to retire.
• Appointment subject to shareholder approval via Special Resolution; board may delegate to committees.
• No change to other terms; updated Postal Ballot Notice to reflect correct classification.
• The corrigendum notes updated on IRCO site, BSE/NSE sites and NSDL e-voting site.
• No financial or operational impact disclosed.

Postal ballot purpose

• Approve Ordinary Resolution to appoint Ajay Shriram Patil as Independent Director.

Resolution 1 (Ordinary)

• Appoint Ajay Shriram Patil as Independent Director.

Term and independence

• Term: five years; not liable to retire by rotation; meets independence criteria.

Voting process and outcome

• Remote e-voting from Sep 28 to Oct 27, 2026; results within 48 hours of close.

Eligibility and dates

• Cut-off date: Sep 22, 2026; voting starts Sep 28, 2026.

Director profile

• Ajay Shriram Patil: Independent Non-Executive; CMA; 62; Global CFO at RSB Transmission (India) Ltd.

AGM Details

• AGM held on 14 August 2026 at 12:00 noon via Video Conferencing (VC).
• Record date for voting: 7 August 2026; record shareholders: 38,753.

Key Resolutions

• Item 1: Adopt audited balance sheet, P&L, and directors’ and auditors’ reports.
• Item 2: Declare final dividend of Rs 20 per equity share.
• Item 3: Reappoint Gareth R. Topping as director (re-appointment by rotation).
• Item 4: Approve material related party transactions with Industrial Technologies and Services LLC.
• Item 5: Appoint Govindraj Akshay & Associates as Secretarial Auditors.
• Item 6: Ratify remuneration to Cost Auditors for FY 2026-27.

Voting Results

• Item 1: Passed with requisite majority; 2 votes against.
• Item 2: Passed with requisite majority; 2 votes against.
• Item 3: Passed; 96.26% in favour, 3.74% against.
• Item 4: Passed; 77.52% in favour.
• Item 5: Passed; 97.31% in favour.
• Item 6: Passed; 99.998% in favour.

Dividend

• Final dividend of Rs 20 per equity share approved.

Director Changes

• Gareth R. Topping reappointed as director; retires by rotation.

Auditor Appointments

• Secretarial Auditor appointed; remuneration for Cost Auditors ratified for FY 2026-27.

Material Related Party Transactions

• Approval of material related party transactions with Industrial Technologies and Services LLC.

Other Approvals

• Remuneration, audit, and governance approvals disclosed.

AGM proceedings

• AGM held 14 Aug 2026 via VC/OAVM; 39 members attended.
• Audited Balance Sheet and P&L for year ended Mar 31, 2026 approved.
• Final dividend of Rs 20 per equity share for FY ended Mar 31, 2026 declared.
• Mr. Gareth Robert Topping to continue as Director after rotation (reappointment).
• Material related party transactions with Industrial Technologies and Services LLC approved.
• Govindraj Akshay & Associates appointed Secretarial Auditors.
• Remuneration payable to Diwanji & Co for cost audit FY ending Mar 31, 2027 ratified.

AGM update and highlights

• AGM held on 14 August 2026 via VC/OAVM; voting results to be declared within two working days.
• Q1 FY2026 (quarter ended 30 June 2026): total income INR 389 crores and PAT INR 70 crores.
• Sanand facility fully operational; commercial production commenced; LRBU, HOC Dryers, Bio-gas compressors in production; centrifugal by Q2 2026-27.
• Sanand expansion provides immediate profit-making avenue and strengthens regional manufacturing footprint.
• Net-zero roadmap finalized; target emissions at Naroda and Sanand within next few years.
• Naroda energy-efficiency upgrades; product portfolio complies with latest BEE and BIS benchmarks.
• CSR spend of INR 6.11 crore across 18 initiatives in FY2025-26.

Appointment of Independent Director

• Ajay Shriram Patil appointed as Additional Non-Executive Independent Director for five years from Aug 15, 2026.
• Subject to shareholders' approval.

Board Committee Reconstitution

• Audit Committee revised: Ajay Shriram Patil appointed Chairman; other members Sunil Khanduja, Vijaya Sampath, Jayantika Dave.
• NRC: Jayantika Dave Chair; Vijaya Sampath and Ajay Shriram Patil as independent directors.
• SRC: Jayantika Dave Chair; Ajay Shriram Patil and Sunil Khanduja as members.
• RMC: Sunil Khanduja Chair; Gareth Topping, P. R. Shubhakar, Ajay Shriram Patil, Udayan Khastagir as members.
• CSR Committee: P. R. Shubhakar Chair; Sunil Khanduja, Jayantika Dave, Vijaya Sampath as members.

Appointment Details & Disclosures

• Term ends Aug 14, 2031; appointment five years from Aug 15, 2026.
• Shareholding: Nil; not related to other directors.
• Not debarred by SEBI or any authority from holding director role.

Financial highlights

• Revenue from operations: Rs 37,946 Lakhs for the quarter ended June 30, 2026.
• Total income: Rs 38,929 Lakhs for the quarter ended June 30, 2026.
• Profit before tax: Rs 9,499 Lakhs for the quarter ended June 30, 2026.
• Profit for the period: Rs 7,046 Lakhs for the quarter ended June 30, 2026.
• EPS (basic & diluted): Rs 22.32 for the quarter ended June 30, 2026.
• Single segment: Air Solutions; no separate segment disclosures.
• Limited review by Deloitte Haskins & Sells yielded an unmodified conclusion.

Audit & notes

• The results are unaudited and subjected to limited review by Deloitte Haskins & Sells with unmodified conclusion.

Exceptional items & segment

• Exceptional item – Impact of labour codes: (1,478) in preceding quarter; none in current quarter.
• No separate segment disclosures; company operates in one Air Solutions segment.