Carraro India Ltd has received an order-in-original from the Commissioner of Customs demanding ₹15.25 crore in differential IGST along with a ₹5 crore penalty. The notice, dated September 1, 2026, was received by the company on September 3, 2026.

The order stems from a dispute over the classification of certain imports made by the company. The Customs authority confirmed its approach regarding the applicable IGST rate, rejecting the company’s technical and legal submissions. These submissions had relied on earlier orders involving similar matters.

Regulatory Action Details

The Commissioner of Customs (NS-V), Jawaharlal Nehru Customs House in Nhava Sheva, passed the order under Section 114AA of the Customs Act, 1962. The financial implications are detailed below:

The company had previously received a Show Cause Notice on September 1, 2025, which preceded this final order. The current order confirms the differential tax demand along with applicable interest and penalties based on the rate adopted by the company for these specific imports.

What the Numbers Show

The total financial exposure of ₹20.25 crore represents a significant non-operational liability. While the IGST demand constitutes approximately 75% of the total amount, the flat ₹5 crore penalty under Section 114AA indicates a regulatory stance on procedural or classification compliance rather than just tax recovery. This structure suggests the dispute is rooted in interpretation of customs codes rather than mere valuation errors.

Company Response and Next Steps

Carraro India stated that the order was received notwithstanding its legal submissions. The company intends to challenge the order-in-original before the Customs, Excise and Service Tax Appellate Tribunal (CESTAT) within the prescribed timeline.

Management believes it has a strong case on merits and expects appropriate relief from the appellate forum. The company disclosed that there is no immediate impact on its financial, operational, or other activities owing to this order. The appeal process will determine the final resolution of this regulatory matter.

Carraro India Limited published a public notice in the Financial Express (English Edition) and Loksatta (Marathi Edition) on Wednesday, August 19, 2026, informing shareholders about its upcoming 29th Annual General Meeting (AGM). The advertisement serves as formal compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

AGM Schedule and Format

The 29th AGM is scheduled to be held on Thursday, September 10, 2026, at 11:30 am (IST). The meeting will be conducted through Video Conferencing/Other Audio-Visual Means (VC/OAVM), as permitted by the Ministry of Corporate Affairs (MCA) and SEBI circulars. Members attending via VC/OAVM will be counted towards the quorum under Section 103 of the Companies Act, 2013.

The notice and explanatory statement, along with the annual report for FY25-26, have been emailed to members and are available on the company’s website, stock exchange portals, and the e-voting agency’s platform.

E-Voting Details

Shareholders are provided with remote e-voting facilities before the AGM and electronic voting during the meeting. The National Securities Depository Limited (NSDL) has been appointed as the service provider for the e-voting platform.

Members holding shares as of the cut-off date, September 3, 2026, are eligible to participate. Those who wish to express views or ask questions during the AGM must register as speakers by emailing Company_Secretary@carraroindia.com between September 2, 2026, at 9:00 am and September 4, 2026, at 5:00 pm.

Scrutinizer Appointment

The Board appointed Ms. Ashwini Mohit Inamdar, Senior Partner of M/s. Mehta & Mehta, Practicing Company Secretaries, as the Scrutinizer for the remote e-voting and voting during the AGM. In her absence, Ms. Alifya Sapatwala, Partner of the same firm, will assume the role. The scrutinizer is tasked with ensuring the voting process is fair and transparent.

Financial Highlights and Dividend

The Board recommends a final dividend of ₹6.75 per equity share of face value ₹10 each, representing a payout of 67.50% for the financial year ended March 31, 2026. This recommendation is subject to shareholder approval at the AGM. The record date for determining dividend entitlement is set for September 3, 2026.

For FY26, the company reported consolidated revenue from operations of ₹22,555 million, a 25% increase from ₹18,076 million in FY25. Profit After Tax (PAT) rose 48% to ₹1,306 million, up from ₹881 million in the previous year. EBITDA grew 33% to ₹2,475 million, with margins expanding to 10.8% from 10.2%.

Auditor Appointment and Changes

The AGM will consider the appointment of M/s. MSKC & Associates LLP as the statutory auditors for a term of five consecutive years, succeeding M/s. Deloitte Haskins & Sells LLP, which completes its second term at this meeting. The proposed remuneration for the new auditors is ₹4.98 million plus applicable taxes and out-of-pocket expenses for FY27, compared to ₹9.73 million paid to the outgoing auditors for FY26.

Additionally, shareholders will ratify the remuneration of ₹3,40,000 payable to M/s. Adawadkar Deshmukh & Associates as Cost Auditors for FY27.

Related Party Transactions

A key special business item involves a material modification to the existing related-party transaction (RPT) limits with Carraro Drive Tech Italia S.p.A. (CDTI), a fellow subsidiary within the Carraro Group. The company seeks approval to increase the aggregate transaction limit for FY27 to ₹10,300 million, up from the previously approved ₹10,129.49 million.

This modification primarily reflects an anticipated increase in the procurement of raw material components and allied goods from CDTI due to new projects in the pipeline. During FY26, total transactions with CDTI aggregated to ₹8,015.04 million. The proposed limit constitutes 45.67% of the company’s annual consolidated turnover for FY26.

Director Re-appointments

Two directors retire by rotation and offer themselves for re-appointment:

• Mr. Davide Grossi: Whole-Time Director and Chief Financial Officer.
• Mr. Andrea Conchetto: Non-Executive Director.

Both directors have confirmed their eligibility and willingness to serve further terms if approved by the shareholders.