Shri Venkatesh Refineries Ltd

AGM Details

• Date/time: 29 Sep 2026, 11:00–11:20 AM, via Video Conferencing.
• Remote e-voting window: 26 Sep 2026 9:00 AM to 28 Sep 2026 5:00 PM.
• Quorum present; proxy not applicable due to VC.

Key Resolutions

• Ordinary — Adoption of Audited Financial Statements for year ended 31 March 2026.
• Ordinary — Re-appointment of Shri Shantanu Ramesh Kabre, retiring by rotation.
• Ordinary — Declaration of final dividend for FY2025-26 (per-share amount not disclosed).
• Special — Approval of Material Related Party Transactions by special resolution.
• Special — Approval for shifting of Registered Office of the Company.
• Special — Reappointment of Mrs. Anisha Sukumar Sharma as Independent Director.
• Special — Reappointment of Mrs. Sushmita Swarup Lunkad as Independent Director.
• Special — Reappointment of Mr. Yogesh Nandi as Independent Director.

Voting Results

• Adoption of Audited Financial Statements — outcome not disclosed.
• Re-appointment of Shri Shantanu Ramesh Kabre — outcome not disclosed.
• Final dividend — outcome not disclosed.
• Material Related Party Transactions — outcome not disclosed.
• Shifting of Registered Office — outcome not disclosed.
• Sharma Independent Director — outcome not disclosed.
• Lunkad Independent Director — outcome not disclosed.
• Nandi Independent Director — outcome not disclosed.

Director Changes

• Shri Shantanu Ramesh Kabre to be reappointed as Director (retiring by rotation).
• Anisha Sukumar Sharma to be reappointed as Independent Director.
• Sushmita Swarup Lunkad to be reappointed as Independent Director.
• Yogesh Nandi to be reappointed as Independent Director.

Financial performance

• Net Sales: 137757.38 lakh for FY2025-26.
• Total Revenue: 137872.35 lakh.
• Profit after tax: 3820.26 lakh.
• Earnings per share (Basic): ₹17.27.
• PBT before tax: 5225.34 lakh.
• Dividend proposed: final 10% (₹1 per share) for FY2025-26.

Capital structure & liquidity

• Long-term borrowings: ₹10,201.91 lakh.
• Short-term borrowings: ₹21,138.00 lakh.
• Share capital: ₹2,211.93 lakh; Reserves: ₹10,936.08 lakh.
• Cash and cash equivalents: ₹802.20 lakh.

Governance & board changes

• Certificate of non-disqualification: all directors eligible; none debarred.
• Board meetings: 5 in 2025-26; 7 directors attended each meeting.
• Independent Directors Sharma, Lunkad, and Nandi reappointed for five years.
• Registered office shifted to Mulund, Mumbai (Special Resolution approved).

Related party transactions

• Material related-party transactions for FY2026-27 include Shri Balaji Oil Mills (₹10,000 Lakhs) and Sanjay Traders (₹3,000 Lakhs).
• Corporate guarantees: Shri Balaji Oil Mills (₹3,000 Lakhs); Shrikrupa Ginners (₹4,400 Lakhs).
• CSR payment up to 2% of net profit.
• Board authorized to finalize terms within stated limits.

CSR performance

• CSR expenditure: ₹43.00 lakh; 2% of average net profit.
• Balance carried forward: ₹0.46 lakh.

Audit & compliance

• Statutory auditors: M/s Joshi & Shah; report contains no qualifications.
• Secretarial audit conducted; Annexures attached.
• Directors' non-disqualification certificate issued.

Outlook & risks

• Outlook positive; NSE listing planned to broaden investor base.
• Focus on expanding product portfolio and improving capacity utilization.

Record date and book closure

• Record date fixed at 24 September 2026 for dividend eligibility.
• Book closure from 24 September 2026 to 30 September 2026 (inclusive).
• Security: Equity shares.
• Purpose: determine members eligible for dividend for FY 2025-26.
• Dividend payment via Benpos on 24 September 2026.

AGM details

• AGM date/time/mode: 29 September 2026 at 11:00 AM via VC/OAVM.
• Cut-off for electronic voting: 23 September 2026.
• Register of Members closed: 22–29 September 2026 (inclusive).
• Final dividend recommended: 10% of paid-up capital, ₹1 per share.

Ordinary resolutions

• Adoption of Audited Financial Statements for FY2025-26.
• Re-appoint Shri Shantanu Ramesh Kabre as Director.
• Declare final dividend for FY2025-26.

Related party transactions

• Approve material related party transactions up to prescribed limits.
• Shri Balaji Oil Mills: Sales of refined oil, 2027-28, ₹10,000 Lakhs.
• Shri Balaji Oil Mills: Corporate Guarantee/Security, ₹3,000 Lakhs, till loan repayment.
• Shrikrupa Ginners Pvt Ltd: Corporate Guarantee/Security, ₹4,400 Lakhs, till loan repayment.
• Shrikrupa Ginners Pvt Ltd: Inter-corporate loan, ₹2,000 Lakhs, 2027-28.
• Sanjay Traders: Sales of refined oil, 2027-28, ₹3,000 Lakhs.
• Kailaswasi Ramesh Ganpati Kabre Charitable Trust: CSR payment, up to 2% of net profit.

Registered office shift

• Shift of registered office from Mulund Erandol Jalgaon to Mulund West, Mumbai.

Independent director appointments

• Anisha Sukumar Sharma appointed Independent Director for 5 years.
• Sushmita Swarup Lunkad appointed Independent Director for 5 years.
• Yogesh Nandi re-appointed Independent Director for 5 years.

Director appointment details

• Shantanu Ganpati Kabre to be re-appointed as Director (Executive).

Key Decisions

• Approved material related party transactions.
• Approved Annual Report including Director reports and annexures.
• Fixed 24th AGM date, time, venue and approved AGM notice.
• Appointed M/s Nitin Sharma & Co. as AGM Scrutinizer for voting and e-voting.
• Appointed Secretarial Auditor of the company.
• Appointed Cost Accountant of the company.
• Appointed Internal Auditor of the company.
• Approved shift of registered office subject to member and exchange approvals.
• Transacted other business with chair's permission.