Sri Chakra Cement Ltd

Resigning director details

• Sriram Kapilavai, Director (Whole-time Director), Sri Chakra Cement Ltd.
• Resignation effective August 25, 2026 (immediate).
• Reason: personal reasons.
• Confirmed no other material reasons beyond those disclosed.
• Vacating: Joint Managing Director role at Aditya Spinners Limited.
• Director at Envean Enterprises Private Limited.
• Share Transfer Committee member at Aditya Spinners Limited.
• Listed entity: Aditya Spinners Limited.
• Board to record resignation at the next Board Meeting.

AGM details

• AGM held on 19 August 2026 at 12:00 IST via VC/OAVM.

Resolution 1: Adoption of financial statements

• Ordinary resolution adopted; approximately 68% in favour and 32% against.

Resolution 2: Re-appointment of director by rotation

• Director re-appointment by rotation approved; approximately 98% in favour.

Resolution 3: Re-appointment of Independent Director

• Independent director re-appointment approved; approximately 98% in favour.

Resolution 4: Cost auditor remuneration ratification

• Remuneration for cost auditors ratified; approximately 98% in favour.

Independent Director Re-Appointment

• Re-appointment of Sri Vijayulu Reddy Kaliki as Independent Director for a second five-year term.
• Effective date: 9 November 2026; term: five years.
• Profile: Chartered Accountant with about 40 years of experience.
• Directorship: Aditya Spinners Limited - Independent Director.
• Committee roles: Chair of Audit Committee; Nomination and Remuneration; Stakeholders Relationship committees at Aditya Spinners.
• Relationship with other directors: NIL.
• Reason: to strengthen the Board.

AGM details

• Date: 19 August 2026; Time: 12:00 Noon.
• Mode: VC/OAVM; Venue: Registered Office (Deemed Venue).
• Remote e-voting: 16 Aug 2026 09:00 to 18 Aug 2026 17:00.

Key resolutions

• Item 1: Adoption of standalone and consolidated financials (Ordinary).
• Item 2: Re-appointment of director liable to rotate (Ordinary).
• Item 3: Re-appointment of Independent Director Kaliki (Special Resolution).
• Item 4: Ratification of remuneration to Cost Auditors for 2026-27 (Ordinary).

Voting results

• Item 1: Result pending; to be announced within 2 days.
• Item 2: Result pending; to be announced within 2 days.
• Item 3: Result pending; to be announced within 2 days.
• Item 4: Result pending; to be announced within 2 days.

Dividend

• No dividend proposed.

Director changes

• Re-appointment of Smt. Venkata Naga Lalitha Kapilavai as director.
• Re-appointment of Sri Vijayulu Reddy Kaliki as Independent Director.

Auditor remuneration

• Remuneration for Cost Auditors for 2026-27 ratified.

CFO appointment

• Appointment of CFO: Sri Vijay Kumar Kapilavai.
• Effective date: 14 August 2026, with immediate effect.
• Reason: cessation of prior CFO Srirama Vara Prasad Nendraganti from May 30, 2026.
• Approved based on recommendations of Nomination & Remuneration Committee and Audit Committee.
• Profile: Commerce graduate with over 30 years experience in production, finance, marketing, and control.
• Related to Sri K Sriram and Smt K V Naga Lalitha.
• Impact: approvals by Nomination & Remuneration Committee and Audit Committee.

Operations update

• Karampudi Unit suspended since 27 June 2026 due to working capital constraints.

Liquidity & balance sheet

• Unaudited June 30 results show negative net worth; current liabilities exceed current assets.

Management changes

• CFO resigned 30 May 2026; MD appointed CFO (additional charge) from 14 Aug 2026.

Regulatory & dues

• Rs 2.91 crore coal dues demand from Ushodaya Enterprises under IBC.

Audit & approvals

• Audit committee reviewed; board approved results on 13–14 Aug 2026.

Segment & results snapshot

• Single cement segment; consolidated revenue 3476.62 lakhs; PBT -165.40 lakhs.

Key board decisions

• Unaudited Q1 2026 financial results approved for quarter ended 30 June 2026.
• Appointed Sri Vijay Kumar Kapilavai as Chief Financial Officer effective 14 August 2026.

Meeting Details

• Board meeting scheduled Friday, 14 August 2026 at the Corporate Office, Hyderabad.

Key Agenda Items

• Approve and record unaudited Q1 FY2026-27 financial results for quarter ended 30 June 2026.

Other Notes

• Trading window closed from 1 July 2026; opens 48 hours after results announcement.

Corrigendum context

• Corrigendum to 44th Annual Report FY2025-26 issued July 27, 2026.
• Share Capital Schedule updated on pages 62 and 99; Annexure I included.
• Updated Integrated Annual Report posted on the company website; no financial statement changes.

Financial highlights FY2025-26

• Standalone revenue from operations: Rs 128.55 Cr; expenses: Rs 167.91 Cr; PBT: Rs -35.79 Cr.
• Standalone deferred tax: Rs 12.79 Cr; Total OCI: Rs -22.37 Cr.
• Consolidated revenue: Rs 128.55 Cr; PBT: Rs -35.79 Cr; LLP share: Rs -8.59 Cr; Consolidated OCI: Rs -22.55 Cr.

Capital structure and shareholding

• Issued share capital: Rs 900 Lakh; total issued: 9,000,000 shares.
• Promoter group holds 51.61%; Nagalalitha 28.16%; Vijay Kumar 22.98%.
• Dematerialised: 73.71% in CDSL; 18.49% in NSDL; 7.80% physical.
• Outstanding GDRs/ADRs: Nil.
• Shareholders: 9,872 holders.

Governance and board changes

• Board size: six directors; one woman director.
• Ramamoorthy ceased as Independent Director on 16 Dec 2025.
• Siva Kumar Ramaswami appointed Independent Director 01 Jun 2025; regularized 25 Aug 2025 for five years.
• Vijayulu Kaliki reappointed Independent Director for second term from 9 Nov 2026.
• BSE Reg 17(1A) non-compliance clarified; fine waived.
• Six board meetings were held in the year; several committees constituted.

Audit and compliance

• Statutory Auditor: M/s C Ramachandram & Co.; Secretarial Auditor: Puttaparthi Jagannatham & Co.
• Material going concern risk highlighted in consolidated accounts due to negative net worth and current liability overhang.
• Compliance with SEBI LODR and corporate governance requirements confirmed; certificate providers noted.

Related party transactions

• Related parties include Aditya Spinners, Envean Enterprises, Sri Subramanya Solar Power LLP.
• KMP remuneration: Sri K Vijay Kumar Rs 23.28 L; Sri K Sriram Rs 13.72 L.
• Envean Enterprises: Commission Rs 71.61 L; land/lease Rs 0.74 L.
• Loans from related parties include Rs 2638.32 L to/promoter and Rs 214.41 L to KMPs; Envean Rs 90.74 L.
• Other related party balances and transactions with Aditya Spinners and Solar LLP disclosed.

CSR and energy sustainability

• CSR expenditure: Rs 3.61 L; average net profit negative; CSR committee in place; CSR policy on website.
• Unspent CSR balance carried forward: Rs 18.17 L; total CSR funds available Rs 21.78 L.
• Power and coal costs: electricity Rs 2614.91 L; coal Rs 4969.69 L; energy audits ongoing.

Industry outlook and risks

• India cement capacity ~755 MTPA; projected ~850 MTPA by 2030.
• Key risks: input cost volatility, coal supply, power costs, freight, policy changes, infrastructure delays.

AGM, notices and disclosures

• 44th AGM to be held via VC/OAVM; remote e-voting Aug 16–18, 2026; record date Aug 12, 2026.
• Notice hosted on company and stock exchange websites; e-voting and joining procedures outlined.