Tarmat Ltd

Demat/Remat requests

• No Demat or Remat requests were received in the quarter ended 30 September 2026.

Listings of dematerialised securities

• Securities dematerialised have been listed on the stock exchanges where earlier securities are listed.

Physical certificates handling

• Physical certificates received for dematerialisation were mutilated and cancelled after verification.

Records update after dematerialisation

• Name of the depository substituted as registered owner within 15 days of receipt of certificate of securities.

AGM Details

• Date and time: 30 September 2026 at 2:00 PM; mode: Video Conferencing.
• Cut-off date: 24 September 2026; remote e-voting window: 26–29 September 2026.
• AGM venue: Video Conference (VC).

Resolutions Proposed

• Adopt standalone and consolidated financial statements for year ending 31 Mar 2026.
• Re-appoint director by rotation (Dilip Varghese).
• Re-appointment of Statutory Auditor for second term of five years.
• Remuneration to Mr. Jerry Varghese, Non-Executive Director.
• Re-appointment and remuneration to Dilip Varghese, MD & KMP.
• Re-appointment and remuneration to Amit Atmaram Shah, Executive Director & KMP.
• Re-appointment of Krishan Kumar Kinra as Independent Director (second term).
• Ratification of remuneration to Satish Shah, Cost Accountant, for FY2026-27.

Voting Results

• Adopt financial statements: Passed with 100% assent.
• Re-appoint director by rotation: Passed with 100% assent.
• Re-appointment of Statutory Auditor: Passed with 100% assent.
• Remuneration to Jerry Varghese: Passed with 100% assent.
• Re-appointment and remuneration to Dilip Varghese: Passed with 88.82% assent.
• Re-appointment and remuneration to Amit Atmaram Shah: Passed with 88.82% assent.
• Re-appointment of Krishan Kinra: Passed with 100% assent.
• Ratification of remuneration to Satish Shah: Passed with 100% assent.

Governance & Appointments

• Director movements: Dilip Varghese re-appointed by rotation; no new appointments.
• Statutory Auditor re-appointed for second term of five years.
• Remuneration approvals for MD and other KMP.

AGM Details

• 41st AGM held on Sep 30, 2026, at 02:00 p.m. IST via VC/OAVM.
• Concluded at 02:50 p.m. IST; remote e-voting Sep 26–29 with 15-minute extension.

Ordinary Business

• Adoption of standalone and consolidated financial statements for FY 2025-26 with reports.
• Reappointment of Dilip Varghese, retiring by rotation, as Managing Director.
• Re-appointment of M/s. Hegde & Associates as Statutory Auditor for five years.

Special Business

• Remuneration to Jerry Varghese, Non-Executive Director.
• Re-appointment and remuneration to Dilip Varghese as MD and KMP.
• Re-appointment and remuneration to Amit Atmaram Shah as Executive Director and KMP.
• Re-appointment of Krishan Kumar Kinra as Independent Director for second five-year term.

Voting Results

• Voting results and Scrutinizer’s report to be published on exchanges and the company's website.

Tarmat Limited – Closure of Trading Window from 1 October 2026 until 48 hours after the unaudited Standalone and Consolidated Financial Results for the quarter ended 30 September 2026

Tarmat Limited – Closure of Trading Window from 1 October 2026 for the quarter ended 30 September 2026; window to reopen 48 hours after declaration/publication of unaudited results

AGM Details

• Date and time: 30 September 2026, 2:00 PM.
• Mode: Video Conferencing/Other Audio Visual Means.
• Venue: deemed registered office, Malad, Mumbai.
• Book closure: 23 Sep 2026 to 30 Sep 2026.
• Voting record date: 24 Sep 2026.
• Remote e-voting: 26–29 Sep 2026; join 15 minutes before.

Resolutions

• Item 1 (Ordinary): Adopt standalone and consolidated financial statements for year ended 31 March 2026.
• Item 2 (Ordinary): Re-appoint Dilip Varghese, retiring by rotation.
• Item 3 (Ordinary): Re-appoint statutory auditors for five years.
• Item 4 (Special): Increase remuneration to Jerry Varghese by commission.
• Item 5 (Special): Re-appoint Dilip Varghese as MD for three years with revised pay.
• Item 6 (Special): Re-appoint Amit Atmaram Shah as Executive Director for three years.
• Item 7 (Special): Re-appoint Krishan Kumar Kinra as Independent Director for second five-year term.
• Item 8 (Ordinary): Ratify remuneration of Satish Shah, Cost Accountant, for FY 2026-27.

AGM notice and annual report access

• The 41st AGM will be held on 30 September 2026 at 2:00 PM via VC/OAVM.
• The 2025-26 annual report is available online on the company site and on BSE/NSE.
• Members may request a copy of the annual report free of cost.
• To receive soft copies, update email ID and PAN/KYC using ISR-1/2/3 and SH-13/14 forms.
• Demat holders should update email ID and PAN with their Depository Participant.
• Physical shareholders must submit KYC to Bigshare Services Pvt. Ltd.
• Bigshare Services Pvt. Ltd. is the Registrar & Transfer Agent.
• Notice complies with SEBI LODR Regulation 36(1).

Financial performance

• Standalone revenue from operations: 11,737.37 Lakhs.
• Standalone net profit after tax: 655.62 Lakhs.
• Consolidated net profit after tax: 624.24 Lakhs.
• Basic EPS: Standalone 2.64; Consolidated 2.51.
• Standalone PBT: 605.63 Lakhs; Consolidated 574.17 Lakhs.
• Dividend not recommended for FY 2025-26.

Operations & backlog

• Unfinished projects backlog around Rs 300 Crores.
• Ongoing projects across Chennai, Tuticorin, Jammu, Mumbai airports.

Capital structure & liquidity

• Equity capital increased to Rs 2,506.42 Lakhs after warrants conversion.
• 10 lakh warrants converted into equity shares in Oct 2025.
• Non-current borrowings: 1,054.17; Current borrowings: 245.98 (Standalone).
• Stand-alone total equity: 18,701.20 Lakhs; Consolidated total equity: 18,669.76 Lakhs.
• Consolidated cash and cash equivalents: 2,139.96 Lakhs.

Dividends & shareholder returns

• Dividend distribution policy available on the company website.
• Dividend for 2025-26 not recommended to preserve cash for growth.

Governance & board changes

• Board composition as of 31.03.2026: six directors; three independent; two executive; one non-exec.
• Priyanka Bhushan Sahani appointed Independent Director for five-year term w.e.f 07 May 2025.
• Krishan Kumar Kinra reappointed as Independent Director for five years.
• Dilip Varghese re-appointed as Managing Director for three years from 01 Oct 2026.
• Amit Atmaram Shah re-appointed as Executive Director for three years from 01 Oct 2026.
• Remuneration for directors—Jerry Varghese: 36 L; Dilip Varghese: 30 L; Amit Shah: 30 L.

Audit & internal controls

• Statutory auditors M/s Hegde & Associates reappointed for five years.
• Secretarial audit by M/s P. Diwan & Associates with observed points addressed by management.
• Internal financial controls deemed adequate and operating effectively.

Risks & outlook

• India to sustain infrastructure growth; large outlays for roads and airports.
• Risks: land acquisition, regulatory approvals, funding, cost inflation and project delays.

Related party transactions

• Related party transactions in ordinary course; arm's length; no material conflicts reported.
• Directors' remuneration disclosed; KMP remuneration aligned with policy.