Shanti Gold International Ltd

Dematerialisation and listing status

• Dematerialisation requests up to 30 September 2026 processed and confirmed to depositories.
• Securities dematerialised listed on the stock exchanges where earlier issues are listed.
• Physical certificates received for dematerialisation mutilated, cancelled; depository name substituted within 15 days.

AGM Details

• AGM held on September 28, 2026 at 3:00 PM IST via VC/OAVM.
• Remote e-voting from Sep 25 to Sep 27; cut-off Sep 21.

Key Resolutions

• Ordinary resolution: adopt audited financial statements for the year ended Mar 31, 2026.
• Ordinary resolution: re-appoint Shashank Jagawat, retiring by rotation.
• Special resolution: increase borrowing powers under Section 180(1)(c).
• Special resolution: create charge on assets to secure borrowings.

Voting Results

• Resolution 1 passed with 100% in favour.
• Resolution 2 passed; Jagawat's vote not counted due to related-party status.
• Resolution 3 passed: 99.9999% in favour, 0.0001% against.
• Resolution 4 passed: 99.9999% in favour, 0.0001% against.

Dividend

• No dividend proposed or declared at the AGM.

Director Changes

• Shashank Jagawat re-appointed as Non-Executive Director.

Auditor Appointments

• No auditor changes announced.

AGM details

• Date and time: 28 September 2026, 3:00 pm IST via VC/OAVM
• Attendance: 36 members attended via VC/OAVM
• Remote e-voting prior to AGM; e-voting during AGM open 30 minutes after conclusion

Key resolutions

• Item 1 (Ordinary): Adopt Audited Financial Statements for FY 2025-26; Board and Auditor reports — Passed
• Item 2 (Ordinary): Re-appoint Shashank Jagawat as Non-Executive Director — Passed
• Item 3 (Special): Increase borrowing powers under Section 180(1)(c) — Passed
• Item 4 (Special): Create charge on assets for borrowings under Section 180(1)(a) — Passed

Director changes

• Shashank Jagawat re-appointed as Non-Executive Director (retiring by rotation)

Other material approvals

• Borrowing powers increased and charge created on assets to secure borrowings

Shanti Gold International Limited: Trading Window closed from October 01, 2026 till expiry of 48 hours after the declaration of financial results for the quarter and half-year ended September 30, 2026

Target and business

• Ratnaveer Precision Engineering Limited is a stainless steel products manufacturer and exporter in India.

Deal specifics

• Acquired 2,65,000 equity shares of Ratnaveer Precision Engineering Limited.
• Aggregate consideration is Rs 8,83,33,245 inclusive of brokerage.
• Weighted average price per share is Rs 333.33.
• Nature of consideration: cash.
• Acquisition completed on September 26, 2026.

Ownership and related party

• Post-acquisition, Shanti Gold holds approximately 0.37% of Ratnaveer.
• Not a related party transaction.
• Regulatory approvals required: Not applicable.

Target background and financials

• Turnover FY2025-26: Rs 1,068.74 crore; PAT Rs 64.31 crore.
• Incorporated 20 February 2002; listed on BSE/NSE in 2023.
• Presence across India; serves automotive, solar, pharma, rail, aerospace.

Industry and rationale

• Industry: iron and steel products, stainless steel manufacturing.
• Acquisition under investment activity; no explicit main-business shift indicated.

Financial Results Clarification

• Wholly owned subsidiary Shanti Gold Jewellery Trading L.L.C. was incorporated in Dubai on May 13, 2026.
• Consolidated results were prepared for the first time; the subsidiary had no operations during the period.
• There was no impact on consolidation; Standalone and Consolidated figures are identical.
• Results have been prepared per Regulation 33, Schedule III, and approved by the Board on Aug 13, 2026.

AR access letters to non-email shareholders

• Letters dispatched Sept 3, 2026 provide direct web links to the FY2025-26 Annual Report.
• Recipients are members without email addresses registered with the Company, RTA, or depositories as of Aug 28, 2026.
• Intimation copy is available on the Company's website.

Financial performance

• Revenue from operations: 20187.09 million; up 82.46% YoY.
• PAT: 1401.54 million; PAT margin 6.94%.
• EPS: 21.22 (basic and diluted).
• EBITDA up 121.31% YoY; EBITDA margin ~9.86%.
• Jewellery volumes: 1747.8 kg; up 15.2%.
• Domestic sales: 19354.12 million; export: 829.25 million.
• Net worth: 5983.92 million; equity strengthened post-IPO.

Capacity expansion & operations

• Jaipur facility to add 1,200 kg per annum.
• Marol facility commissioned June 8, 2026; adds ~4,000 kg/yr.
• Total installed capacity ~7,900 kg per annum when fully operational.
• Mumbai facilities: Andheri 2,700 kg; Marol 4,000 kg.
• Headcount: 286 employees as at 31 March 2026.

Product portfolio & design

• CAD team: 96 designers; 400+ designs per month.
• Expanding into machine-made plain gold jewellery and Mangalsutra; Turkish jewellery in development.
• Aim: design-led benchmark for organised retailers in India and international markets.

IPO, capital structure & funding

• IPO: raised 3601.10 million; utilised 2651.30; unutilised 441.80.
• Rights issue approved; 46,43,471 shares at ₹215; post-issue capital ~₹767.39 million.
• Dubai subsidiary Shanti Gold Jewellery Trading L.L.C. formed May 13, 2026.

Governance & management

• Pankajkumar Jagawat reappointed as MD for 5 years (Sept 2026–2031) with higher remuneration.
• Manojkumar Jain reappointed as Whole-time Director for 5 years with higher remuneration.
• Independent Directors: Purvi Shah, Bhavika Ghuntla, Yash Mahansaria; familiarisation ongoing.

Dividends & capital allocation

• Dividend: no dividend declared for FY2025-26.
• CSR: spent 9.30 million; CSR obligation 9.30 million; utilised 9.30 million; no unspent balance.

Risks & outlook

• Outlook: India growth projected 6.6% in 2026-27; gold demand supportive.
• Risks: gold price volatility, currency fluctuations, regulatory changes, skilled-labour shortages.