Rotographics (India) Ltd

Stock split details

• Record Date fixed as Friday, 28 August 2026, for equity share subdivision.
• Subdivision ratio: 1 existing Rs 10 share into 5 shares of Rs 2.
• Purpose: Stock split/sub-division of equity shares.
• Security type: Equity shares.

Financial highlights

• Income from operations: ₹1,436.43 Lakhs; total income: ₹1,488.71 Lakhs (Q1 ended 30-06-2026).
• Other income: ₹52.28 Lakhs; Purchase of stock-in-trade: ₹1,405.90 Lakhs.
• Profit before tax: ₹61.58 Lakhs; Total tax: ₹16.17 Lakhs.
• Net profit: ₹45.40 Lakhs; Basic & diluted EPS: ₹0.35.
• Paid-up equity capital: ₹1,315.13 Lakhs; single trading segment.
• YoY: corresponding quarter ended 30-06-2025 total income ₹1,066.85 Lakhs; net profit ₹19.84.
• Board approved unaudited standalone results; Limited Review Report issued by BAS & Co LLP.

Meeting Details

• Board meeting scheduled for 12 August 2026 at 02:00 PM at the registered office.

Key Agenda Items

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

Other Notes

• Trading window to reopen on 15 August 2026 for designated persons.

AGM details

• AGM held on 06 August 2026 at 12:00 PM via VC/OAVM.
• Remote e-voting opened 03 August 2026 09:00 IST and closed 05 August 2026 17:00 IST.
• Voting facility also available at AGM for attendees via VC/OAVM.
• Shareholding cut-off date for voting: 30 July 2026.
• Scrutinizer's report submitted on 07 August 2026.

Key resolutions

• Resolution 1 (Ordinary): Adoption of audited financial statements for year ended 31 Mar 2026.
• Resolution 2 (Special): Approval for loans, guarantees, securities, and/or investments.
• Resolution 3 (Special): Increase in borrowing limits under Section 180(1)(c).
• Resolution 4 (Ordinary): Increase in authorized share capital and MOA amendments.
• Resolution 5 (Ordinary): Sub-division of face value of equity shares.
• Resolution 6 (Special): Acquisition of up to 51% of Teneron Limited via cash.
• Resolution 7 (Special): Change in company name.
• Resolution 8 (Special): Amend Memorandum of Association.
• Resolution 9 (Special): Amend Articles of Association.
• Resolution 10 (Ordinary): Approval of material related party transactions.
• Resolution 11 (Special): Shifting registered office within Delhi.

Voting results

• Resolution 1: Passed; For 3,813,882; Against 14.
• Resolution 2: Passed; For 3,813,882; Against 14.
• Resolution 3: Passed; For 3,813,882; Against 14.
• Resolution 4: Passed; For 3,813,882; Against 14.
• Resolution 5: Passed; For 3,813,882; Against 14.
• Resolution 6: Passed; For 3,813,882; Against 14.
• Resolution 7: Passed; For 3,813,882; Against 14.
• Resolution 8: Passed; For 3,813,882; Against 14.
• Resolution 9: Passed; For 3,813,882; Against 14.
• Resolution 10: Passed; For 3,813,882; Against 14.
• Resolution 11: Passed; For 3,813,882; Against 14.

Dividend

• Dividend: No dividend proposed or declared.

Material related party transactions

• Resolution 10 approved; ordinary resolution for material RPTs; no counterparty or value disclosed in summary.

AGM Details

• AGM held on 06 August 2026 at 12:00 PM via VC/OAVM.
• Remote e-voting conducted from 03 to 05 August 2026; cutoff date 30 July 2026.
• Total shareholders on record: 745.
• Attendees at meeting via VC: 1 Promoter/Promoter Group and 61 Public.
• Scrutinizer appointed for e-voting: Company Secretary in Practice.

Key Resolutions and Outcomes

• Resolution 1 (Ordinary): Adopt Audited Financial Statements for year ended 31 March 2026 — Passed.
• Resolution 2 (Special): Approve loans, guarantees, securities and investments — Passed.
• Resolution 3 (Special): Increase borrowing limits under Section 180(1)(c) — Passed.
• Resolution 4 (Ordinary): Increase in authorized share capital and MOA amendment — Passed.
• Resolution 5 (Ordinary): Sub-division of face value from Rs 10 to Rs 2 — Passed.
• Resolution 6 (Special): Acquisition of up to 51% of Teneron Limited by cash — Passed.
• Resolution 7 (Special): Change in name of the company as per RoC approval — Passed.
• Resolution 8 (Special): Alter memorandum of association — Passed.
• Resolution 9 (Special): Alter article of association — Passed.
• Resolution 10 (Ordinary): Approve material related party transactions — Passed.
• Resolution 11 (Special): Shift registered office within the same state — Passed.

Voting Results Overview

• All resolutions passed by requisite majority; some resolutions had minimal opposing votes (discrete imports noted).
• Across several resolutions, opposing votes were very small (about a few dozen votes against in aggregate).

Dividend

• Dividend: No dividend proposed or declared at this AGM.

Director and Auditor Changes

• No director appointments/re-appointments or auditor changes disclosed at this AGM.

Material Related Party Transactions

• Material related party transactions approved; broad scope covering loans, guarantees, securities and investments with related parties.

Other Material Approvals

• Approval for changing company name, alterations to MOA/AOA, and shifting registered office within the state.

Name change update

• Addendum to AGM notice to consider changing the company name to Novalum Materials Limited.
• ROC Delhi approved the name through RUN form SRN AC4203863 dated 30 June 2026.
• Special Resolution to approve name change under Companies Act and listing agreements.
• Directors authorized to execute necessary actions to implement the change.
• Compliance certificate from BAS & Co. LLP confirms Regulation 45 conditions are met.
• One-year gap since last name change; no new activity or asset commitment noted.
• AGM is scheduled 06 August 2026 at 12:00 PM via VC/OAVM.
• Addendum and original notice will be on company website.
• Board rationale: name change to reflect revamp and align with business.
• Annexure I contains BAS & Co. LLP certificate.

AGM addendum and name-change actions

• Addendum to AGM notice approved for the 6 Aug 2026 meeting at 12:00 PM via video conferencing.
• Special Resolution: Change company name from Rotographics (India) Limited to Novalum Materials Limited.
• ROC Delhi approved the name change via e-Form RU SRN AC4203863 dated 30 June 2026.
• Board authorized directors to do all acts necessary to give effect to the name change.
• Certificate from BAS & Co. LLP confirms compliance with Regulation 45 of LODR for the name change.
• Item 7 in the AGM notice is a Special Resolution.