Jayaswal Neco Industries Ltd

Jayaswal Neco Industries Ltd — Trading Window Closure

AGM Details

• AGM held on 12 September 2026 at 12:30 PM via VC/OAVM.
• End time of meeting: 01:05 PM.
• Last date for receipt of postal ballots: 12 September 2026.
• Record date: 05 September 2026.
• Total shareholders on record date: 108,696.
• Attended via VC/OAVM: 66 members.
• Quorum achieved for the AGM.

Key Resolutions

• Item 1: Adopt Audited Financial Statements for the year ended 31 March 2026.
• Item 2: Re-appoint Arvind Jayaswal as Director by rotation.
• Item 3: Re-appoint Ramesh Jayaswal as Director by rotation.
• Item 4: Re-appoint M/s Chaturvedi & Shah LLP as Statutory Auditors; fix remuneration.
• Item 5: Ratify remuneration of Cost Auditors for year ending 31 March 2027.

Voting Results

• Item 1 passed with overwhelming in-favour votes.
• Item 2 passed with ~99.99% in favour.
• Item 3 passed with ~99.99% in favour.
• Item 4 passed with ~99.99% in favour.
• Item 5 passed with ~99.999% in favour.
• No resolution failed; opposition was negligible.

Dividend

• No dividend proposed or approved.

Director Changes

• Two directors re-appointed by rotation: Arvind Jayaswal and Ramesh Jayaswal.

Auditor Appointments

• Statutory Auditor re-appointed; remuneration fixed.
• Cost Auditor remuneration ratified for year ending 31 March 2027.

Material Related Party Transactions

• No material related party transactions approved.

Other Material Approvals

• No other material approvals disclosed.

AGM Details

• 53rd AGM held on 12 September 2026 at 12:30 PM via VC/OAVM.
• Deemed venue: Corporate Office, Nagpur.
• Quorum present throughout the meeting.
• Remote e-voting: 9 Sep 2026 to 11 Sep 2026.
• Meeting concluded at 1:05 PM.

Resolutions

• Adoption of Audited Financial Statements for year ended 31 March 2026.
• Re-appointment of Arvind Jayaswal as Director on rotation.
• Re-appointment of Ramesh Jayaswal as Director on rotation.
• Re-appointment of M/s Chaturvedi & Shah LLP as Statutory Auditors; remuneration to be fixed.
• Ratification of Cost Auditors' remuneration for FY 2026-27.

Voting Status

• Voting results to be declared within prescribed time.

Auditors

• Statutory Auditor re-appointed for five years till AGM 2031.

Directors

• Directors Arvind Jayaswal and Ramesh Jayaswal re-appointed.

Overview

• Standalone BRSR for FY2025-26; reporting boundary is standalone.
• Integrated iron, alloy steel and castings manufacturer with captive mining.
• Operations span mining, steelmaking, precision castings; IMS and IATF certifications.

Key ESG Risks & Opportunities

• Material risk: energy-intensive steel production with high GHG emissions and transition risk.
• Opportunity: energy efficiency and process optimization reduce costs and emissions.
• Renewables plan: target 104 MW solar; current 5.36 MW; TG upgrade underway.
• Water: zero liquid discharge and wastewater reuse across sites.
• Capex: 16.59% of capex on energy-efficient tech; renewable energy adoption underway.

Governance & Policy Highlights

• Board oversight of BR policies; no separate sustainability committee.
• Policies include anti-corruption, Vigil Mechanism, human rights, supplier Code of Conduct, ESG policy.
• No external assurance engaged; no penalties for bribery in FY2025-26.
• Internal audits and escalation path to Chairman/MD; training across NGRBC principles.

Social Responsibility & Workforce

• Total workforce: 4,408 permanent; 5,607 workers; female permanent share 0.73%.
• LTIFR: employees 0.73; workers 2.09; fatalities: 0 employees, 1 worker.
• Well-being spend 0.20% of revenue; 100% PF/Gratuity/ESI coverage.
• CSR impact: over 400,000 lives; Narayanpur 6.72 cr; Kanker 2.53 cr.
• Training: health & safety coverage ~88% for employees/workers; 100% performance reviews.

Environmental Performance

• GHG: Scope1 2,573,825 t; Scope2 220,925 t CO2e; total 2,794,749 t.
• Emissions intensity: 391.87 tCO2e per crore turnover; 1.40 tCO2e/MT.
• Air emissions: NOx 530.47 t; SOx 1,095.98 t; PM 985.29 t.
• ZLD across divisions; 5.36 MW solar procured; plan to procure 104 MW.
• Waste: total 649,150 MT; recycled 28.24 MT; reused 88,011.78 MT; disposed 543,283.86 MT.

Stakeholder Engagement & Complaints

• Key stakeholder groups: shareholders, customers, suppliers, employees, communities, lenders, media, government.
• Materiality: latest assessment gathered 183 responses to shape ESG focus.
• Community grievance mechanism; CSR Committee oversight; 13 industry associations.
• Complaints: shareholders 4 filed; 2 pending; customers 144 filed; employees 15 working-condition issues.
• No significant unresolved issues; engagement channels include meetings, surveys, disclosures.

Other Notable Metrics

• RPTs: purchases from related parties 8.60%; sales to related parties 0.57%; loans 0.01%; investments 0%.
• Inputs: 21.31% from MSMEs; 58.37% from districts nearby.
• Wages: 95.37% of permanent employees above minimum; female wages 0.67% of total.
• Board women representation: 10% (1 of 10).
• CSR: 409,430 beneficiaries; 100% from vulnerable groups; aspirational district funding 6.72 cr (Narayanpur) and 2.53 cr (Kanker).
• Product recalls and data breaches: none reported; data privacy policy in place.

AGM Details

• AGM date/time: 12 September 2026 at 12:30 PM, via VC/OAVM.
• Record date and closure: Members register closed 6–12 September 2026.
• Mode: VC/OAVM as per MCA circulars.

Key Resolutions

• Adopt Audited Financial Statements for year ended 31 March 2026.
• Re-appoint Arvind Jayaswal as Director, retiring by rotation.
• Re-appoint Ramesh Jayaswal as Director, retiring by rotation.
• Re-appoint M/s Chaturvedi & Shah LLP as Statutory Auditors for second term to 2031.
• Ratify remuneration of Cost Auditors for FY 2026-27: Rs 1,75,000 plus Rs 9,000 for XBRL.

Voting Status

• Voting results not disclosed in this notice.

Directors

• Retiring by rotation: Arvind Jayaswal and Ramesh Jayaswal.

Auditors

• Statutory Auditors: M/s Chaturvedi & Shah LLP; second term till 2031.

Cost Auditors

• Remuneration ratified for Cost Auditors: Rs 1,75,000; Rs 9,000 for XBRL.

General

• Register of Members closed 6–12 September 2026.

Financial performance

• Revenue from operations: ₹7,132 crore in FY2025-26, up 18.87% YoY.
• EBITDA: ₹1,341 crore, up 40.8% YoY.
• PAT: ₹463 crore, up 311% YoY.
• PBT: ₹603 crore; finance costs ₹426 crore; secured debt down 22%.
• EPS: ₹4.77; tangible net worth ₹2,776 crore.
• Export revenue ₹27.08 crore; India revenue ₹7,104.74 crore.
• Net debt declined; debt/equity at 0.75x; liquidity strengthened.
• Board approved preferential issue of warrants aggregating ₹200 crore for growth.
• Dividend for FY25-26: none; earnings retained for future investments.

Operations and production highlights

• Blast Furnace capacity increased to 1.0 MnTPA.
• Steel Plant Division delivered record steel sales of 7,23,744 MT.
• Rolling Mills produced 7,07,363 MT; Pellet Plant 13,69,506 MT; DRI 3,01,136 MT.
• Chhotedongar Iron Ore Mine capacity up to 6.00 MnTPA.
• Metabodeli Mine production 0.999 MnTPA; 9,99,848 MT.
• 100% captive iron ore self-sufficiency maintained.
• Record production across BF, SMS, rolling mills, and pellet plant.
• Operational excellence via TPM and debottlenecking improvements.

Capital structure and liquidity

• Debt refinancing completed; lower-cost NCDs issued; secured debt reduced to ₹2,077 Cr.
• Working capital facilities availed; liquidity augmented; finance costs declined 24%.
• Board approved ₹200 crore preferential warrants for future growth (FY27).
• Market cap ₹7,002 Cr; paid-up capital ~₹9.71 trillion? (note: ₹9,710 Cr).
• Cash and cash equivalents ₹126.1 Cr; tangible net worth strengthened.

ESG and sustainability

• Zero Liquid Discharge (ZLD) across all units; 100% reuse of solid waste.
• Solar power procurement of 5.36 MW; plan to procure 104 MW solar for steel plants/mines.
• CSR spend ₹11.59 Cr; 4.09 lakh beneficiaries; focus on Narayanpur and Kanker.
• Afforestation: trees planted; TPM achievements and safety initiatives recognized (JIPM Award).
• Waste management: high recycle rate; circular economy practices; water stewardship.

Governance and risk management

• Board: 10 directors; 5 independent; 7 Board meetings; 5 Audit Committee meetings.
• Independent Directors meetings held; risk management committee members include executive/independent directors.
• Audit: M/s Chaturvedi & Shah LLP as Statutory Auditor; cost auditor re-appointed; secretarial audit clean.
• Related party transactions at arm's length; RPT policy disclosed on company website.
• Internal financial controls strengthened; no material changes reported.

CSR and stakeholder engagement

• Materiality assessment covered 183 responses; ESG topics prioritized; workplace safety focus.
• Stakeholder engagement channels include surveys, meetings, disclosures; board reviews materiality findings.
• CSR initiatives spanning health, education, rural development, women empowerment; 4.09 lakh beneficiaries.
• Aspirational district focus: ₹6.72 Cr in Narayanpur, ₹2.53 Cr in Kanker.
• Community grievance redressal mechanism institutionalized; CSR Committee oversight.

Outlook and risks

• Global steel demand expected to grow modestly; 2026-27 India growth projected ~6.5-6.9%.
• Indian steel industry buoyed by infrastructure, manufacturing and policy measures; energy prices a key risk.
• Green steel/PLI incentives; Green Steel Taxonomy shaping competitive landscape.
• Outlook for exports and global demand suggests margin headwinds from currency and trade dynamics.