Orosil Smiths India Ltd

Financial highlights

• Revenue from operations: ₹264.78 Lakhs.
• Total income: ₹2,978.74 Lakhs.
• Profit after tax: ₹2,291.97 Lakhs.
• EPS (basic/diluted): ₹5.56.
• Net cash from operating activities: ₹-726.25 Lakhs.
• One-time gain on land sale: ₹25.55 Crore.
• Dividend: No dividend declared.

Capital & liquidity

• Authorized share capital: ₹701.16 Lakh.
• Issued equity capital: ₹413.16 Lakh; Paid-up: ₹522.00 Lakh.
• Borrowings: NIL (no external debt).
• Current ratio: 3.02x.
• Cash and cash equivalents: ₹446.78 Lakhs.

Business & strategy

• Core business: manufacturing and sale of gold and silver jewellery.
• Brands Kuhjohl and Sincere underpin flagship lines.

Dividend & AGM

• 32nd AGM scheduled for 25 Sept 2026.
• Dividend for FY2025-26 not declared.

Governance & board

• Independent Directors: Deepankar Jain and Arunima Sahu appointed.
• Nikhil Jain proposed as Non-Executive Independent Director.
• Karan Suri to be reappointed by rotation.

Audit & compliance

• Statutory Auditor: D M A R K S & Associates; Secretarial Auditor: Prachi Bansal & Associates; Internal Auditor: NKN & Associates.
• Emphasis: sale of land; investments valued per latest statements; Ind AS compliance.

Related party transactions

• Related-party transactions with B.K. Narula HUF and others; arm's length; disclosed in Annexure F.
• Remuneration to KMPs: MD ₹7.20L; WTD ₹9.00L; CS ₹6.83L; CFO ₹3.56L.

Risks & outlook

• Risks: commodity price volatility; regulatory costs; real estate challenges; macro slowdown risk.
• Outlook: jewellery leadership, online sales, and textiles diversification.

Cash flows & liquidity

• Net cash from investing activities: ₹1,174.39 Lakhs.
• Net cash from financing activities: ₹-8.24 Lakhs.

AGM Details

• Date/time: 25 Sep 2026, 09:30 IST; Mode: Physical; Venue: YWCA Delhi.
• Book closure: 18 Sep 2026 to 25 Sep 2026 (inclusive).
• Cut-off for voting: 17 Sep 2026.
• Remote e-voting window: 22–24 Sep 2026, 09:00–17:00.

Key Resolutions

• Ordinary: Adopt Audited Standalone Financial Statements for year ended March 31, 2026.
• Ordinary: Re-appoint Karan Suri as Director liable to retire by rotation.
• Special: Appoint Nikhil Jain as Non-Executive Independent Director for five-year term.
• Special: Increase in limits for investments/loans/guarantees up to 25% of aggregate limits.
• Special: Appoint Prachi Bansal as Secretarial Auditor for five years; Rs 10,000 for 2025-26.

Voting Status

• Voting results for all resolutions are not disclosed in this filing.

Directors

• Karan Suri to be re-appointed as Director liable to retire by rotation.
• Nikhil Jain to be appointed Independent Director for five-year term.

Auditors

• Prachi Bansal appointed as Secretarial Auditor for five years; remuneration Rs 10,000 for 2025-26.

CFO Resignation

• CFO Chandar Prakash resigns, effective 1 Sep 2026; tenure ends Aug 31, 2026.
• Resignation letter attached; reason: to pursue other opportunities.

Disclosure context

• Issuer: Orosil Smiths India Ltd, Scrip 531626 (ISIN INE628B01034).
• Date: August 21, 2026.
• Disclosure: Reg 29(2) submission; no specific transaction details disclosed in this chunk.

Financial results

• Board approved Standalone unaudited Q1 FY2026-27 results along with Limited Review Report.

Independent director appointment

• Recommend appointment of Mr. Nikhil Jain as Non-Executive Independent Director at AGM.
• Appointment date: September 25, 2026, if approved.

AGM logistics

• 32nd AGM on Sept 25, 2026 at 9:30 AM IST.
• Shareholders' register closes Sept 18–25, 2026.
• Voting rights cut-off Sept 17, 2026.
• Remote e-voting Sept 22–24, 2026.

Capital approvals

• Increase in limits under Section 186 of the Companies Act 2013.

Scrutinizer appointment

• Prachi Bansal, Practicing Company Secretary, appointed AGM Scrutinizer.

Other information

• Director's Report for FY ended March 31, 2026 included.
• Results to be published in newspapers per SEBI Listing Regulations.

Independent director details

• Mr. Nikhil Jain not related to any director.
• Mr. Jain not debarred from holding the office of director pursuant to SEBI order or authority.

Agenda

• Consider and approve unaudited standalone Q1 FY2026 results (quarter ended 30 June 2026) and note Limited Review.
• Fix date, time, and place of the 32nd AGM and approve its Notice.
• Fix closure date for Register of Members and Share Transfer Books for the 32nd AGM and incidental matters.

Certificate details

• Compliance certificate under Regulation 74(5) for the quarter is enclosed.