Tirupati Foam Ltd

AGM details

• AGM held on 20 August 2026 via VC/OVAM at 3:30 PM.
• Remote e-voting conducted from 17 to 19 August 2026.

Key resolutions

• Resolution 1 (Ordinary): Adopted audited financials and reports; passed.
• Resolution 2 (Ordinary): Re-appointment of Roshan P Sanghavi; passed.
• Resolution 3 (Ordinary): Re-appointment of Deepak T Mehta; passed.
• Resolution 4 (Ordinary): Re-appointment of Director S; passed.
• Resolution 5 (Ordinary): Dividend declared for FY ended 31 March 2026; passed.
• Resolution 6 (Ordinary): Ratified cost auditor remuneration for FY 2026–27; passed.
• Resolution 7 (Special): Re-appointment of Manish R Patel as Non-Executive Independent Director; passed.
• Resolution 8 (Special): Approval for sale/disposal of surplus Noida land and building; passed.

Director changes

• Roshan P Sanghavi re-appointed as director.
• Deepak T Mehta re-appointed as director.
• Director S re-appointed (DIN 01007020).
• Manish R Patel re-appointed as Non-Executive Independent Director.

Auditors

• Remuneration of Cost Auditor B.R. & Associates ratified for FY 2026–27.

AGM details and key resolutions

• Date, time, and mode: AGM held in 2026 at 3:30 PM via VC/OVAM.
• AGM concluded at 3:46 PM.
• e-voting window: mid-August 2026.
• Adoption of financial statements for the most recent year.
• Re-appointment of directors retiring by rotation.
• Executive and independent director re-appointed for second term.
• Dividend for the upcoming year approved.
• Remuneration of cost auditor ratified.
• Sale/disposal of surplus land and building approved.
• All ordinary resolutions deemed passed.

Q1 FY2027 standalone results

• Revenue from operations ₹2,809.26 lakh; YoY up ~22%.
• Total income ₹2,817.73 lakh; prior quarter ₹2,448.73 lakh.
• Total expenses ₹2,729.88 lakh; prev quarter ₹2,378.17 lakh.
• Profit from operations before exceptional items ₹87.85 lakh.
• Tax expense ₹20.09 lakh.
• Net profit after tax ₹67.76 lakh.
• Remeasurement benefit of defined benefit plans ₹1.72 lakh.
• Tax on remeasurement ₹−0.43 lakh.
• Total OCI ₹1.29 lakh.
• Total comprehensive income ₹69.05 lakh.
• Basic and diluted EPS ₹1.54 for the quarter.
• Single segment: PU foam manufacturing.

Q1 FY2026-27 results approved

• Approved unaudited standalone Q1 FY2026-27 results for quarter ended 30 June 2026.
• Total income 2,817.73 lakhs; revenue from operations 2,809.26 lakhs.
• Net profit after tax 67.76 lakhs; EPS 1.54.
• Audit Committee approved results; Limited Review Report attached.

Internal audit appointment

• Reappointed Mr. D A Rupawala as Internal Auditor for FY 2026-27.

Auditor review and notes

• Independent Auditor's Review Report on quarterly unaudited results issued; no material misstatement.
• Company operates in a single segment under Ind AS.

Sale details

• The Board approved sale of surplus land and building in Greater Noida, UP.
• Land area approx 9,325 sq m at Plot No.5, Ecotech I Extension, Greater Noida.
• Proposed purchaser: Neumann Components Pvt Ltd; CIN U25202DL2002PTC116011.
• Agreement yet to initiate; subject to shareholder approval at the 39th AGM.
• Completion expected within six months after compliance with applicable laws.
• Total consideration not less than Rs 30 crore (per valuation report).
• Sale not a related party transaction; purchaser independent; Promoter/Group not involved.
• Production suspended at Noida unit; machinery shifted to Plot 4 adjacent.
• Sale not part of Scheme of Arrangement; not fall under regulation 37A of LODR.

Dividend action

• Dividend of 10% (Re 1 per share) on 4,407,000 equity shares.
• Record date/cut-off date set for 13 August 2026.

AGM details

• AGM on 20 August 2026 at 3:30 PM via VC/OAVM; deemed venue at registered office.
• Book closure from 14 Aug to 20 Aug 2026 (inclusive).
• Record date for e-voting and dividend: 13 Aug 2026.
• Remote e-voting window: 17 Aug 2026, 9:00 AM to 19 Aug 2026, 5:00 PM.

Key resolutions

• Ordinary: Adopt audited financial statements for year ended 31 March 2026.
• Ordinary: Re-appointment of Roshan P Sanghavi, who retires by rotation.
• Ordinary: Re-appointment of Deepak T Mehta, who retires by rotation.
• Ordinary: Re-appointment of Satish A Mehta, who retires by rotation.
• Ordinary: Dividend declaration for year ended 31 March 2026.
• Ordinary: Ratify remuneration of Cost Auditor BR & Associates for FY 2025-26.
• Special: Re-appointment of Independent Director Manish R Patel; term extended.
• Special: Sale of surplus land at Noida to Neumann Components for at least Rs 30 crore.

Directors

• Roshan P Sanghavi to be re-appointed as Managing Director.
• Deepak T Mehta to be re-appointed as Director.
• Satish A Mehta to be re-appointed as Director.
• Manish R Patel Independent Director; term extended.

Auditors and related approvals

• Remuneration for cost audit is Rs 35,000 plus tax.

AGM & governance calendar

• AGM for year ended 31 March 2026 fixed for 20 August 2026 at 3:30 PM via VC
• Register closure from 14 to 20 August 2026 (inclusive)
• Notice of 39th AGM approved
• Directors' Report for FY ended 31 March 2026 approved
• 39th Annual Report for FY 2025-2026 approved
• Secretarial Auditor MR 3 note noted

Dividend & financials

• Final dividend recommended at 10% (Rs 1 per share) on 4,407,000 equity shares

E-voting & Scrutinizer

• E-voting cut-off date: 13 August 2026
• E-voting period: 17–19 August 2026
• Scrutinizer appointed: M/S D.A. Rupawala & Associates

Asset disposal

• Sale of surplus Noida land and building approved, subject to shareholder approval

Directors & auditors

• Re-appointment of M/S B R & ASSOCIATES as Cost Accountant for FY2025-2026, remuneration to be ratified at AGM
• Re-appointment of Mr. Manish Patel as Non-Executive Independent Director for second term (5 years), subject to shareholders' approval

Independent Directors Meeting

• Independent Directors reviewed performance of non-independent directors and board
• Assessed Chairman's performance and information flow between management and board