Modi Rubber Ltd

AGM Details

• Date/time: 30 September 2026 at 11:30 AM, held through VC/OAVM.
• Mode: Virtual meeting via video conferencing and other audio-visual means.
• Cut-off date for voting rights: 23 September 2026.

Resolutions and outcomes

• Resolution 1: Adopt audited financials; Passed; votes in favour 20,424,450; against 11; 99.9999%.
• Resolution 2: Re-appoint Vinay Kumar Modi as Director; Passed; votes in favour 20,424,450; against 11; 99.9999%.
• Resolution 3: Re-appoint Alok Modi as MD for five years; Passed; votes in favour 20,424,450; against 11; 99.9999%.
• Resolution 4: Amend MOA object clause; Passed; votes in favour 20,424,450; against 11; 99.9999%.

Director/MD changes

• Re-appointment of Vinay Kumar Modi as Director (by rotation).
• Alok Modi appointed as Managing Director for five-year term.

Other material approvals

• Amendment to Object Clause of Memorandum of Association approved.

MODI RUBBER LIMITED: Trading window closed from October 1, 2026 till 48 hours after the announcement of financial results for the period ended December 31, 2026

AGM Details

• Date, time, mode: 30 Sep 2026, 11:30 AM; VC/OAVM.
• Remote e-voting window: 27–29 Sep 2026.
• Voting results to be declared by Scrutinizer by Oct 01, 2026.

Resolutions Presented

• Adopt audited financial statements for FY ended 31 Mar 2026.
• Re-appoint Vinay Kumar Modi by rotation.
• Special: Re-appoint Alok Modi as MD for five years; no remuneration; board to accept government terms.
• Special: Amend MOA object clause to include wellness and beauty services.

Voting Status

• Results to be declared by Scrutinizer by Oct 1, 2026.

Director Changes

• Vinay Kumar Modi to retire by rotation; eligible for re-appointment.
• Alok Modi to be re-appointed MD for five years from 01-10-2026; remuneration not specified.

Auditors & Related Party

• No changes to statutory, secretarial, or cost auditors announced.
• No material related party transactions disclosed.

Resolution: Appointment of Independent Director

• Resolution: Special to appoint Ajay Kumar Jain (DIN 00097213) as Independent Director.
• Outcome: Passed; 2,04,36,300 assent, 35 dissent; total 2,04,36,335.
• Result: 99.9998% assent, 0.0002% dissent.
• Impact: Strengthens governance with additional Independent Director.
• Role/term: Independent Director; term not disclosed in filing.
• Experience/independence: Not detailed in filing.
• Capital context: Share capital Rs 25.04 crore; 2,50,40,532 shares of Rs 10.

Independent Director appointment via postal ballot

• Special resolution to appoint Ajay Kumar Jain as Independent Director approved.
• Total votes 2,04,36,335; assent 2,04,36,300; dissent 35.
• Date of passing: August 27, 2026.
• Fully paid-up share capital: Rs 25,04,05,320 across 2,50,40,532 shares.
• Postal Ballot notice issued August 6, 2026.
• Remote e-voting period: July 29, 2026 to August 27, 2026.

Financial snapshot

• Standalone total income ₹504.18 Lacs; PAT ₹-288.72; EPS ₹-1.15.
• Consolidated total income ₹1,340.08 Lacs; PAT ₹424.68; EPS ₹1.70.
• Standalone total income up 15.5% YoY to ₹504.18 Lacs.
• Consolidated total income up 16.0% YoY to ₹1,340.08 Lacs.

Segment details (Standalone)

• Standalone segment revenue ₹781.44 Lacs; Travel ₹672.91; Real estate ₹122.03; Inter-segment revenue ₹-13.50.
• Travel segment profit ₹136.20; Real estate loss ₹264.92; Others ₹62.63.

Consolidated highlights

• Consolidated PAT ₹424.68 Lacs; Total comprehensive income ₹431.10 Lacs.
• Consolidated EPS ₹1.70.

Board approvals and governance actions

• Board approved unaudited standalone and consolidated results for quarter ended 30 June 2026, with limited review.
• Board approved statement of investments and related party transactions Apr 1 to Jun 30, 2026.
• Board reviewed financial statements of WOS/JVC and associates for quarter ended 30 June 2026.
• Approved notice and matters relating to calling the 53rd AGM.
• Alteration of MOA Objects Clause to insert new clause.
• MD appointed for five-year term from Oct 1, 2026, subject to shareholders and statutory approvals.

Meeting Details

• 314th Board Meeting on 14 August 2026 at 3:00 PM, Corporate Office, New Delhi.

Key Agenda Items

• Un-Audited standalone and consolidated financial statements for the period ended June 30, 2026.
• Fix date, time, and venue for the 53rd Annual General Meeting.
• Consider and approve Directors' Report, Corporate Governance Report, Management Discussion Analysis Report, and Secretarial Audit Report for 2025-26.
• Review financial statements of Wholly Owned Subsidiaries and Associate Companies for period ended June 30, 2026.
• Alteration of the Objects Clause of the Memorandum of Association.

Other Notes

• Statutory Auditor: Abhishek Nahta, PNAM & Co, LLP; Internal Auditor: J.S. Jassal, JRA & Associates.

Independent Director Appointment

• Resolution: Special resolution to appoint Ajay Kumar Jain as Independent Director.
• Term: five years to 28 May 2031; not liable to retire.
• Independence: meets Section 149(6) independence criteria and LODR.
• Appointment date: effective 29 May 2026; Additional Director.
• Nomination/Board support: NRC and Board recommended appointment.
• Background: legal professional with four decades of governance experience.
• Other listed directorships: Dudigital Global Limited.
• Shareholding: NIL shares.
• Remuneration: sitting fees and reimbursement of expenses.
• E-voting window: 29 July 2026 to 27 August 2026.
• Outcome: not disclosed in this Notice.

Profile

• Ajay Kumar Jain is an advocate with practice since September 1983.
• He specializes in corporate affairs, restructuring, insolvency, recovery, taxation, and commercial law.
• He appears before the Supreme Court, High Courts, DRT, DRAT, NCLT, and NCLAT.
• He has served as legal advisor, ethics committee member, and independent director previously.
• He is presently an independent director at Dudigital Global and director at The Delhi Golf Club.