Menon Pistons Ltd

Menon Pistons Ltd — Closure of trading window from 1 October 2026 till the end of 48 hours after declaration of unaudited Standalone and Consolidated Financial Results for the quarter and half year ending 30 September 2026

Gurudas Kamalakar Chorage – Independent Director

• Type of change: Appointment of an Independent Director (Non-Executive).
• Name and designation: Gurudas Kamalakar Chorage, Independent Director.
• Effective date and term: Effective 18 June 2026 for a three-year term to 17 June 2029.
• Reason for change: Regularized and approved by shareholders at the 49th AGM.
• Brief professional profile: FCA with DISA; Partner at GTA & Co. LLP; 15+ years in audit and governance.
• Disclosure of relationships: NIL.
• Impact on board/committees: No disclosed changes to board or committees.

Ms. Nivedita Sachin Menon – Executive Director

• Type of change: Appointment of an Executive Director.
• Name and designation: Nivedita Sachin Menon, Executive Director.
• Effective date and term: Effective 18 June 2026; term not specified; liable for retirement by rotation.
• Reason for change: Regularized and approved by shareholders at the 49th AGM.
• Brief profile: BSc in Business Management from Exeter; IBDP; Management Trainee at Menon Pistons.
• Relationship with CMD: Daughter of CMD Sachin Menon; sister of Executive Directors.
• Shareholding: 4,208,660 shares.
• Not debarred: Not debarred from directorship per SEBI circulars.
• Impact on board: Executive Director appointment; no further committee changes disclosed.

Standalone results

• Standalone revenue from operations: 6,581.52; total income: 6,714.28.
• Standalone PBT: 710.21; PAT: 529.35; EPS: 1.04.
• Standalone total expenses: 6,004.07.

Consolidated results

• Consolidated revenue from operations: 8,326.37; total income: 8,380.75.
• Consolidated PBT: 1,088.81; PAT: 822.98; EPS: 1.61.
• Consolidated expenses: 7,291.94.

Notes / segment

• Group operates in a single segment: Auto Components.
• Board approved unaudited results for quarter ended 30 June 2026 at 05 Aug 2026.

Audit

• Limited Review reports issued; no material misstatement observed.

Meeting Details

• Board meeting scheduled for 5 August 2026 at the company's registered office.

Key Agenda Items

• Consider unaudited standalone and consolidated financial results for the quarter ended 30 June 2026.

Other Notes

• Trading window closed for designated persons from 01 July 2026 until 48 hours after results.

Book Closure & Record Date

• Record Date: 28 July 2026 for final dividend entitlement.
• Book Closure: 29 July 2026 to 5 August 2026, both days inclusive.
• Purpose: E-voting and dividend entitlement determination for the 49th AGM.
• Security: Equity shares.
• Dividend: final dividend, if approved by members, payable to registered holders.
• Eligible shareholders: names on the register as of 28 July 2026.

Financial highlights

• Standalone revenue from operations Rs 24,443.32 Lakhs, up from Rs 21,235.47.
• Consolidated revenue Rs 30,415.72 Lakhs, up from Rs 25,365.96.
• Standalone PBT Rs 2,378.29 Lakhs; prior 2,364.43.
• Consolidated PBT Rs 3,447.67 Lakhs; prior 3,181.86.
• Standalone PAT Rs 1,763.73 Lakhs; prior 1,732.09.
• Consolidated PAT Rs 2,557.84 Lakhs; prior 2,384.70.
• Standalone EPS Rs 3.46; prior 3.40.
• Consolidated EPS Rs 5.02; prior 4.68.
• Final dividend Rs 510 Lakhs; Rs 1 per share.
• Record date for dividend: 28 July 2026.
• AGM on 5 August 2026 via Video Conferencing.
• Standalone net debt negative Rs 4.77 Crore; gearing -3%.
• Consolidated net debt negative about Rs 4.70 Crore.
• Operating cash flow Rs 4,524.01 Lakhs; consolidated Rs 5,100.24.
• Total bank facilities reduced to Rs 32.87 Crores; components given.

Dividend & capital allocation

• Board did not transfer any amount to reserves.
• Proposed final dividend for 2026-27: Rs 510 Lakhs.
• Record date for dividend remains 28 July 2026; AGM 5 August 2026.
• Book closure 29 July to 5 August 2026.

Governance & board

• Board comprises eight directors; four independent; two Executive Directors.
• Ms Nivedita Menon appointed Executive Director from 18 June 2026.
• Basavaraj K. Kullolli appointed Independent Director from 9 March 2026.
• Ravindra Purohit appointed Independent Director from 7 May 2025.
• Subhash Kutte ceased as Independent Director from 9 May 2025; Shrikant Sambhoos ceased 10 March 2026.
• Postal Ballot on 23 March 2026 approved appointments and related party transactions.
• Four board meetings conducted during the year.
• Statutory Auditor: P G Bhagwat LLP; Secretarial Auditor: DVD & Associates.
• Remuneration for Ms Nivedita Menon approved within limits under SEBI LODR.

ESG & CSR initiatives

• Solar energy projects total ~11 MW; about 70% of power from renewables.
• Air and water pollution controls installed; STP 40 CMD, ETP 10 CMD.
• Social initiatives include staff welfare, medical checkups, education, women empowerment programs.
• CSR spend Rs 48.06 Lakhs; required Rs 57.30; shortfall Rs 9.24.
• Ongoing CSR project: Industrialist Ram Menon Auditorium at Shivaji University, Kolhapur.

Subsidiaries & group structure

• Wholly owned subsidiaries: Rapid Machining Technologies Pvt Ltd and Lunar Enterprise Private Limited.
• Rapid Machining turnover Rs 3091.58 Lakhs; PAT Rs 430.61 Lakhs.
• Lunar Enterprise turnover Rs 2941.24 Lakhs; PAT Rs 380.63 Lakhs.
• Subsidiaries’ accounts are on the company website; material subsidiary policy disclosed.

Debt, liquidity & capital structure

• Total bank facilities Rs 32.87 Crores; includes Term Loan Rs 10.87 Cr, Cash Credit Rs 20 Cr.
• Packing Credit Rs 1.00 Cr; Bank Guarantee Rs 1.00 Cr.
• IDBI Bank is lender; loan secured by personal guarantee of CMD.
• Consolidated net debt about Rs 4.70 Crore; gearing around -2.7% to -3%.
• Standalone cash and cash equivalents Rs 147.50 Lakhs; Consolidated Rs 248.67 Lakhs.

Customers & revenue mix

• Single segment: Automotive components (pistons, pins, shafts).
• Top customers above 10%: Cummins India (14.19%), Menon Exports (12.94%), Cummins Tech India (10%).

Risks & outlook

• Automotive sector offers growth, but faces logistics and energy cost pressures.
• Skilled labor shortages and regulatory changes could impact margins.
• Indigenisation and OEM momentum support long-term demand; focus on R&D and automation.

Audit & related party disclosures

• Related party transactions with CMD and relatives are at arm’s length and disclosed.
• Postal ballots approved material RPTs with Menon Exports and others in 2026.
• Note on RPTs: substantial engagement with subsidiaries and firms co-owned by CMD family.
• Management mitigates conflicts through Audit Committee oversight and board approvals.

AGM Details

• AGM date/time/mode: 05 Aug 2026, 04:00 PM IST, VC/OAVM.
• Deemed venue: registered office.
• Remote e-voting open 02-04 Aug 2026; cut-off 28 Jul 2026.
• Book closure: 29 Jul to 5 Aug 2026.
• Record date for dividend: 28 Jul 2026.

Key Resolutions

• Ordinary: Adopt financial statements for year ended 31 Mar 2026.
• Ordinary: Declare dividend on equity shares.
• Ordinary: Reappoint Sharanya Menon (DIN 09159300).
• Ordinary: Reappoint Devika Menon (DIN 09694895).
• Ordinary: Ratify remuneration of Cost Auditors for FY 2026-27.
• Special: Appoint Gurudas Kamalakar Chorage as Independent Director.
• Ordinary: Appoint Nivedita Menon as Executive Director.
• Special: Approve remuneration to Nivedita Menon for 2026-29.

Auditors & Remuneration

• Cost Auditor remuneration: Rs 1.50 Lakh plus GST; reimbursement of out-of-pocket expenses.
• Appointed M/s CS Adawadkar & Co., Cost Accountants, Pune.

Director Changes & Remuneration

• Gurudas Kamalakar Chorage appointed Independent Director; 3-year term.
• Nivedita Menon appointed Executive Director.
• Remuneration for Nivedita Menon: FY2026-27 Rs 7.55 Lakh.
• FY2027-28 remuneration up to Rs 30 Lakh.
• FY2028-29 remuneration up to Rs 40 Lakh.

Dematerialisation processing and related actions

• Dematerialisation requests processed; DP-confirmation to depositories for the reporting quarter.
• Dematerialised securities listed on the stock exchanges where existing securities are listed.
• Physical dematerialisation certificates mutilated and cancelled after verification, with depository name substituted as registered owner within timelines.
• Actions completed within prescribed timelines.