Nirmitee Robotics India Ltd

Book Closure Details

• Book closure period from 13 September 2026 to 19 September 2026 (inclusive).
• Purpose: for the Tenth Annual General Meeting of the company.
• Record date: 12 September 2026 to determine voting entitlement.
• AGM date: 19 September 2026 at 12:00 PM.
• Security: Equity Shares.

Record Date for remote e-voting

• 10th AGM scheduled Sept 19, 2026 at 12:00 PM.
• Cut-off/record date for remote e-voting: Sept 12, 2026.
• Remote e-voting window: Sept 16, 2026, 5:00 PM to Sept 18, 2026, 9:00 AM IST.
• Scrutinizer appointed: Avinash Gandhewar, PCS.

Financial performance

• Revenue from operations and other income ₹736.48 Lakhs in FY26, down from ₹897.53 Lakhs.
• Net profit after tax ₹80.84 Lakhs, up from ₹60.22 Lakhs.
• Profit before tax ₹104.10 Lakhs; current tax ₹24.00 Lakhs; deferred tax (0.74) Lakhs.
• Basic and diluted earnings per share ₹2.24.
• Net cash from operating activities ₹142.03 Lakhs; year-end cash ₹235.88 Lakhs.

Operations & segment

• Single segment: HVAC duct cleaning services.
• Robotics-based inspection and duct cleaning capabilities deployed.

Capital structure & liquidity

• Authorized capital ₹11 Crores; issued and paid-up equity ₹360.12 Lakhs.
• Long-term borrowings ₹28.58 Lakhs; short-term borrowings ₹114.71 Lakhs.
• Debt-Equity ratio 0.05; DSCR 15.74x; current ratio 2.80x.
• Overdraft facility with ICICI Bank exists; OD balance around ₹114 Lakhs.
• Unsecured loan from directors ₹28.58 Lakhs.

Dividends & capital allocation

• Dividend not declared for FY25-26.

Governance & management changes

• Rajesh Admane resigned as Director on 25 Mar 2026; Rahul Kartik Shende appointed 26 Mar 2026.
• Audit Committee reconstituted; Rahul Shende as Chairman; Stakeholders Relationship Committee reconstituted; Shende as Chairman.
• Independent Directors held a separate meeting on 31 Mar 2026; 7 board meetings held FY26.

Audit, risk & internal controls

• Statutory auditors M/s BPSD & Associates reappointed for five years; no qualifications.
• Secretarial audit by Avinash Gandhewar & Associates; Annexure II.
• Internal audits by M/s Radheshyam Bhattad & Co; gratuity fund created; Emphasis of Matter noted.
• Internal financial controls are adequate and operating effectively.

Related party disclosures

• Arm's length related party transactions with directors and associates; office rent to Vithoba Healthcare ₹12 Lakhs.
• Directors' remuneration and commissions disclosed; loans from directors noted; no loans to Directors to KMPs.
• RPT policy exists on the company's website.

Outlook & risks

• Opportunities from rising indoor air quality demand and robotics adoption.
• Risks include high capital costs, rapid tech obsolescence, and competitive pressure.
• Management aims for growth via efficiency, R&D, and geographic expansion.

Human capital & IR

• 79 permanent employees as of 31 March 2026; focus on upskilling in robotics and software.
• HR developments include training, talent acquisition, and safety programs.
• IR initiatives cover labor relations, work-life balance, and compliance with laws.

AGM details

• AGM on 19 September 2026 at 12:00 PM, in physical mode at the registered office.
• Venue: C/o Vithoba Healthcare and Research Private Limited, D-3/2, Hingna MIDC, Nagpur.
• Remote e-voting window from 16 to 18 September 2026.

Key resolutions

• Ordinary: adopt Audited standalone financial statements for FY2025-26.
• Ordinary: re-appoint Kartik Eknath Shende as Non-Executive Director.
• Ordinary: re-appoint M/s BPSD & Associates as Statutory Auditors for five years.
• Special: regularize Rahul Kartik Shende as Non-Executive Director.

Director changes

• Kartik Eknath Shende re-appointed as Non-Executive Director (retiring by rotation).
• Rahul Kartik Shende appointed Additional Non-Executive Director on 26 March 2026; regularisation sought.

Auditor appointments

• Statutory Auditors re-appointed for five-year term from 2026-27 to 2030-31; remuneration to be finalized.

CFO changes

• Resignation: Atul Dhawad resigns as CFO, effective 08 August 2026.
• Reason: inability to devote time due to other professional commitments.
• Appointment: Rahul Kartik Shende appointed CFO (KMP), effective 10 August 2026.
• Reason: vacancy created by the resignation of the CFO.
• Brief profile: MBA in Marketing; expertise in strategic marketing, brand management, and business development.
• Relationship: son of Kartik Eknath Shende, non-executive director.

Dematerialisation status

• Dematerialisation requests up to the reporting date were confirmed to depositories as accepted or rejected by the RTA.
• Securities dematerialised have been listed on the stock exchanges where the earlier securities are listed.
• Security certificates for dematerialisation were mutilated and cancelled; the depository name substituted as registered owner within 15 days.

Non-Executive Director Resignation

• Mr. Rajesh Narendra Admane resigned as Non-Executive Director effective 25 March 2026
• Resignation due to inability to devote sufficient time to company affairs
• No other material reasons for resignation disclosed

Non-Executive Director Appointment

• Mr. Rahul Kartik Shende appointed as additional Non-Executive Director effective 26 March 2026
• Mr. Shende holds an MBA in Marketing with expertise in strategic marketing and business development
• Currently pursuing Business Development Executive role for personal care products
• Mr. Rahul Shende is son of promoter Mr. Kartik Eknath Shende

Resignation of Non-Executive Director

• Mr. Rajesh Narendra Admane resigned as Non-Executive Director
• Resignation effective end of business hours on 25th March 2026
• Reason: unable to devote sufficient time and attention to company affairs
• No other material reasons for resignation disclosed
• No board or committee memberships affected disclosed
• No other listed entities directorships disclosed
• No regulatory or shareholder approval mentioned for resignation