Sal Automotive Ltd

AGM and annual report access

• 51st AGM scheduled for 21 September 2026 at 3:00 PM via VC/OAVM.
• Shareholders with unregistered emails will access the Annual Report and AGM Notice via the company's website.
• Web links: annual report https://salautomotive.in/annual-reports/; AGM notice https://salautomotive.in/agm-egm-notice/.

Record date details

• Record date fixed Sept 14, 2026 for final dividend of Rs 2.00 per equity share, subject to approval.
• AGM scheduled for Sept 21, 2026.

Financial snapshot

• Total revenue: 386.76 Cr; net revenue from operations: 384.44 Cr.
• Net profit after tax: 4.26 Cr; EPS: Rs 8.95.
• Bonus issue increased paid-up equity to 4.795 million shares; paid-up capital Rs 479.54 Lakh.
• Final dividend proposed: Rs 2 per share; record date 14 Sep 2026; payable if approved.
• Net worth Rs 46.12 Cr; book value per share Rs 96.17.
• Total debt Rs 33.22 Cr; current borrowings Rs 26.71 Cr; non-current Rs 6.51 Cr.
• Debt-to-equity ratio: 0.72x.

Segment performance

• Automotive Components revenue: 18,764.83 Lakh; Agriculture Implements: 19,679.13 Lakh.
• Total segment revenue: 38,443.96 Lakh.
• Segment operating profit before finance: Auto 1,091.04 Lakh; Agri 389.18 Lakh; total 1,480.22 Lakh.
• Highest ever sales volume; PBT margin declined 25% YoY.

Dividend & capital allocation

• Dividend proposed: Rs 2 per share; record date 14 Sep 2026; payable if approved.
• Bonus equity: 23,97,713 shares issued; total equity 4,795,426 shares.
• Dividend cash outflow estimated: Rs 95.91 Lakhs.
• New satellite plant at Haridwar and Nabha expansion planned.

Capital structure & liquidity

• Total debt: Rs 33.22 Cr; cash & bank balances: Rs 0.92 Cr (9.16 Lakhs cash).
• Working capital: Rs 15.62 Cr; restricted deposits: Rs 4.92 Lakhs.
• Net debt to equity: 0.72x; liquidity appears adequate to meet obligations.

Governance & audit

• Board strength: 6; independent directors: 2; MD Rama Kant Sharma continues post-2027.
• Statutory auditors Mangla Associates reappointed for 2022-27; no qualifications.
• Secretarial auditors Arora & Co; no qualifications.
• Board met 5 times in FY2025-26.

CSR & ESG

• CSR spent: Rs 14.64 Lakh; required: Rs 14.29 Lakh; shortfall: Nil.
• CSR policy available on company website; ISO 14001:2015 & ISO 45001:2018 certified.
• CSR initiatives include tree plantation and community welfare.

Outlook & risks

• FY26-27 outlook positive; growth driven by automotive and tractor sectors.
• Risks: commodity price volatility, monsoons, regulatory changes, and supply chain shifts.

Related party & compliance

• All related party transactions on arm's length basis; not material.
• Board compliance and governance disclosures appear in separate sections.

AGM Details

• 51st AGM scheduled for 21 September 2026 at 03:00 PM IST via VC/OAVM.
• Deemed venue: Registered office; no physical attendance.

Dividend Proposal

• Final dividend of Rs 2 per equity share (20%).
• Record date: 14 September 2026; dividend payable by 20 October 2026.
• Tax withholding as per applicable laws; PAN details required.

Ordinary Resolutions

• Adopt Audited Financial Statements for the year ended 31 March 2026.
• Re-appoint Rajiv Sharma as Non-Executive, non-independent director.
• Ratify remuneration of Cost Auditor for FY 2027: Rs 85,000 plus taxes.

Special Resolutions

• Adopt new Memorandum of Association per Companies Act 2013.
• Re-appoint Uttam Sahay as Independent Director for second term (2027–2030).
• Re-appoint Rama Kant Sharma as Managing Director for five years from Feb 2027; remuneration as detailed.

Directors & MD Remuneration

• MD remuneration: Basic Rs 3,00,000; Allowances Rs 6,00,000; other benefits per rules.

Other material governance

• No material related party transactions disclosed in the notice.

Independent Director re-appointment

• Re-appointment of Uttam Sahay as Independent Director for a second three-year term from 31 January 2027.
• Subject to members' approval at the 51st AGM.
• Ph.D. in Business Management with 30+ years in HR leadership.
• Not related to any directors.
• Not debarred by SEBI or any authority.
• Reason: recommended by Nomination and Remuneration Committee.

Managing Director re-appointment

• Re-appointment of Rama Kant Sharma as MD for five years from 04 Feb 2027 to 03 Feb 2032.
• Subject to shareholders' AGM approval.
• Remuneration payable per Schedule V for three years.
• Brief profile: Law graduate with HR/management experience across multiple sectors.
• Not related to any directors.
• Not debarred by SEBI or any authority.
• Reason: recommended by Nomination and Remuneration Committee.

MOA alteration

• Alter MOA to align with the Act and adopt a Table A-based MOA.
• Subject to members' approval at the 51st AGM.

Financial highlights

• Quarter ended 30 Jun 2026: Income from operations 11,586 Lakhs; Total income 11,610 Lakhs.
• Net profit after tax: 205 Lakhs; Basic and diluted EPS: 4.28.
• QoQ: Total income up 28.3%; Income from operations up 30.5%.
• Automobile Components revenue 5,883 Lakhs; Agriculture Implements revenue 5,703 Lakhs.
• PBT before tax: 282 Lakhs; PAT: 205 Lakhs.
• Results reviewed by Audit Committee and approved by Board.

Governance actions

• Independent Director Uttam Sahay re-appointed for 3-year term from Jan 31, 2027, subject to AGM.
• Managing Director Rama Kant Sharma re-appointed for 5-year term from Feb 4, 2027, subject to AGM.
• MOA alteration to align with Companies Act 2013; new MOA to be adopted at AGM.
• Board meeting held Aug 13, 2026 from 2:30 PM to 6:10 PM.

Auditor's review

• Standalone unaudited results reviewed by Audit Committee and approved by Board.
• Mangla Associates conducted limited review; no material misstatement identified.