Ramco Industries Ltd

AGM Details

• Date of AGM: 20 August 2026.
• Mode: Video Conferencing with remote e-voting.
• End time: 12:11 PM.
• Dividend record date: 3 August 2026.

Key Resolutions

• Resolution 1 (Ordinary): Adoption of standalone and consolidated financial statements.
• Resolution 2 (Ordinary): Dividend of Rs 7.25 per share for year ended 31 March 2026.
• Resolution 3 (Ordinary): Reappointment by rotation of Shri P Venketrao Rao as Director.
• Resolution 4 (Ordinary): Remuneration to Cost Auditors for 2026-27 Rs 3,00,000.

Voting Results

• Resolution 1: Passed; in favour ~99.9997%.
• Resolution 2: Passed; in favour ~99.9997%.
• Resolution 3: Passed; in favour ~99.225%.
• Resolution 4: Passed; in favour ~99.99997%.

Dividend

• Dividend approved: Rs 7.25 per share.
• Dividend record date: 3 August 2026.

Directors

• Director changes: Reappointment by rotation of Shri P Venketrao Rao.

Auditors

• Cost Auditor remuneration approved: Rs 3,00,000 for 2026-27 to M/s N. Sivoshankaron & Co.

AGM details

• Date/time/mode: 20 August 2026, 11:30 AM–12:11 PM, via Video Conferencing.
• Attendance: 57 members participated via VC.
• Dividend entitlement record date: 13 August 2026.
• Notice circulated by email; remote e-voting Aug 1–19, 2026.
• Meeting held in VC compliant with MCA/SEBI circulars.

Key resolutions

• Ordinary Resolution 1: Adoption of standalone and consolidated financial statements for year ended 31 March 2026.
• Ordinary Resolution 2: Declaration of dividend for 2025-26 at Rs 1.25 per share.
• Ordinary Resolution 3: Reappointment of Shri P.R. Venketrama Raja as Director, liable to retire by rotation.
• Special/Ordinary Resolution 4: Ratification of remuneration to Cost Auditors for 2026-27 of Rs 3,00,000.

Voting results

• Voting results not disclosed in the filing; e-voting results to be announced to exchanges.

Dividend

• Dividend of Rs 1.25 per share declared for 2025-26.

Directors

• Reappointment of P.R. Venketrama Raja as Director, retired by rotation.

Auditors

• Cost Auditors remuneration for 2026-27 ratified at Rs 3,00,000.

Other material approvals

• ESOP implementation certificate obtained; annexure attached to Annual Report; details on company website.

Financial results

• Unaudited standalone and consolidated results for quarter ended 30 June 2026 approved.
• Auditors' limited review reports issued with unmodified opinion.

Regulatory disclosures

• Labour Code changes assessed; financial impact deemed not material; recognised in P&L.

Key investor updates

• Physical AR access link dispatched to shareholders lacking registered email addresses from 27 July 2026.
• AGM scheduled for 20 August 2026 at 11:30 AM via Video Conferencing.
• Notice of AGM and FY2025-26 AR including BR&S report issued electronically to shareholders with registered emails.
• Non-registered email holders provided AR access via weblink and path to Ramcoindltd.com.
• Dividend recommended by Board: Rs 1.25 per share for FY2025-26.
• Dividend, if declared at the 61st AGM, will be paid from 20 August 2025 onwards.
• TDS will be deducted on dividend as applicable.
• Registering missing KYC details and PAN/status forms via Ramco website or Cameo portal.
• Weblink and exact path provided to access AR on ramcoindltd.com.
• Electronic AR distribution is to shareholders with registered emails as of 1 July 2026.

Meeting Details

• Board Meeting No. 3/2026-27 on 10 August 2026 at Corporate Office, 98-A Dr.Radhakrishnan Road, Mylapore, Chennai 600 004.

Key Agenda Items

• To be considered: unaudited standalone and consolidated results for quarter ended 30 June 2026.

Other Notes

• Trading window for Directors and designated persons closed until 12 August 2026.

Overview

• Standalone BRSR for Ramco Industries Limited for FY2025-26 (1 Apr 2025–31 Mar 2026).
• Main activities: Fibre cement/calcium silicate boards 83.75% turnover; cotton yarn 13.40%; wind power 0.13%.
• Spinning division included for the first time; data for international offices not included.
• Assurance: Limited assurance by TÜV-SUD South Asia Pvt Ltd on the BRSR Core.

Key ESG Risks & Opportunities

• GHG emissions are identified as both risk and opportunity with decarbonization plans.
• Energy management risks/challenges mitigated via energy optimization and digital monitoring.
• Water scarcity risk addressed with 100% recycling and monitoring systems.
• Waste management opportunities through recycling, 3R practices, and certified disposal.
• Workforce health and safety risk mitigated by strong EHS systems and training.
• CSR and community development opportunities driven by focused programs and stakeholder engagement.

Governance & Policy Highlights

• Board/MD-CEO oversight of sustainability; committees monitor execution and effectiveness.
• Anti-corruption/anti-bribery policy in place with board approval; extends to value chain; policy link provided.
• External assurance: TÜV-SUD Limited; BIS assessments complement certifications.
• Key certifications: ISO 9001/14001/45001; EPD, GreenPro, GRIHA; CCMC/CE/SABS recognition.
• GST penalties disclosed with appeals; some resolutions and favorable orders noted.

Social Responsibility & Workforce

• Total workforce: 847 permanent employees; 928 permanent workers; 3,035 total workers; female board representation 12.5%.
• LTIFR: employees 0; workers 0.191; total injuries: 0 employees, 1 worker.
• Well-being spend: 0.73% of revenue; retirement benefits include PF, Gratuity, ESI.
• HR rights training: 14.17% of employees and 10.02% of workers covered.
• Training efforts: KMP 3 sessions (75% coverage); employees 6 sessions (90.36%); workers 286 sessions (85.47%).
• POSH/compliance mechanisms in place; grievance channels for employees and workers.

Environmental Performance

• Total energy: 651,091.27 GJ; renewable 111,953.90 GJ; non-renewable 539,137.37 GJ.
• Total Scope 1 emissions 13,998.84 MT CO2e; Scope 2 39,474.80 MT CO2e.
• Water withdrawal: 520,759 kL; 100% process water recycled (zero liquid discharge).
• Total waste generated: 76.36 MT; recycled 29.37 MT; hazardous waste 2.669 MT; E-waste 2.58 MT.
• Air emissions monitored: NOx 16.3; SOx 5.37; PM 20.50 µg/m3; TÜV-SUD verification.
• Packaging uses no plastics; EPR applicable; plastic waste directed to authorized recyclers.

Stakeholder Engagement & Complaints

• Key stakeholders: investors, customers, employees, communities, regulators; engagement via email, meetings, website.
• Complaints: 5,685 customer complaints in 2025-26; 0 pending resolution; 5,646 in 2024-25; 0 pending.
• CSR teams engage communities; CSR initiatives focus on education, healthcare, sanitation, livelihoods.
• Transparent engagement with industry associations; adherence to ethical practices and laws.

Other Notable Metrics

• Direct input sourcing: MSMEs 22.55%; India-sourced inputs 47.27%.
• Exports contribute 5.09% of turnover; spinning division included in exports.
• Related party transactions: purchases 21.36%; sales 5.42%; loans 10.15%; investments 87.50%.
• CSR turnover: INR 1,443,550,139; CSR programs aligned with sustainability strategy.

AGM details

• AGM on 20 August 2026 at 11:30 AM via VC/OAVM.
• Voting cut-off date is 13 August 2026.

Key resolutions

• Adopt standalone and consolidated financial statements for year ended 31 March 2026.
• Declare dividend of ₹1.25 per share for year ended 31 March 2026.
• Re-appoint Shri P R Venketrama Raja as director (retiring by rotation).
• Ratify cost auditor remuneration of ₹3,00,000 for 2026-27.

Director appointments / changes

• Re-appointment of Shri P R Venketrama Raja as director (retiring by rotation).

Auditor updates

• Cost Auditor remuneration of ₹3,00,000 for 2026-27 ratified.

Financial performance

• Standalone revenue from operations ₹1,443.50 cr; up from ₹1,402.40 cr.
• Standalone EBITDA ₹197.51 cr; up from ₹165.42 cr.
• Standalone PAT ₹111.26 cr; up from ₹88.36 cr.
• Standalone EPS ₹12.82; up from ₹10.18.
• Consolidated revenue ₹1,792.22 cr; PAT ₹306.26 cr; TCI ₹291.42 cr.
• Dividend ₹1.25 per share; cash outflow ₹10.85 cr.

Segments & operations

• Building Products turnover ₹1,208.93 cr; FC Boards 1.26 lakh MT; 23% volume growth.
• Export FC Board volume grew ~60%; LG Electronics order 425 MT.
• Textile (Cotton Yarn) production 30.76 lakh kg; sales 35.49 lakh kg.
• Wind Mills capacity 16.73 MW; generation 289 lakh units; income ₹20.13 cr.
• Overseas subsidiaries: Sri Ramco Lanka net sales ₹1,336.34 cr; PAT ₹65.91 cr.
• Key product launches and initiatives include HIDEN order, HILUX LITE, and HICEM PLUS.

Dividend & returns

• Final dividend proposed ₹1.25 per share for 2025-26.
• Previous year dividend ₹1.00 per share; payout ratio 9.75%.
• Five-year high/low stock movement reflected in standalone and consolidated metrics.

Governance & risk

• Board size 8; 4 Independent Directors (50%); five board meetings held.
• Audit Committee has 4 members (3 Independent).
• Statutory auditors: Ramakrishna Raja & Co. and SRSV & Associates.
• Secretarial Auditor: RSGK & Associates; no qualifications reported.
• Risk management framework in place with IT & FX risk controls.

CSR & ESG

• CSR spend ₹1.90 cr; CSR obligation ₹1.31 cr; shortfall ₹0.00 cr; excess ₹0.00 cr (set-off).
• Total CSR expenditure ₹190.53 lakh; carry-forward ₹0.59 cr to 2026-27.
• BRSR highlights energy, water, waste, health & safety, and governance initiatives.

Related party transactions

• Material RPT: Raja Charity Trust earned ₹11.96 cr commission on ₹₹119.57 cr sales (Sole Selling Agent).
• Significant transactions with associates and KMP relatives; balances disclosed in notes.
• RPT policy disclosed on company website.

Subsidiaries & associates (overview)

• Standalone assets ₹1,754 cr; equity ₹1,345 cr; liabilities ₹409 cr.
• Consolidated assets ₹4,977 cr; equity ₹4,522 cr; earnings per share ₹35.35 (consolidated).
• Material associates: The Ramco Cements Limited, Ramco Systems Limited, Rajapalayam Mills Limited.
• Overseas subsidiaries: Sri Ramco Lanka and Sri Ramco Roofings Lanka; Sri Lanka operations contribute meaningfully.

Outlook & risks

• India GDP growth projected 6.4-6.6% for FY25-26; inflation manageable.
• Risks include geopolitical tensions, currency volatility, and commodity price swings; hedging & diversification in focus.