Esab India Limited shareholders overwhelmingly approved all six resolutions at its 39th Annual General Meeting held on July 29, 2026, endorsing a final dividend of ₹25 per share and key governance appointments. The meeting, conducted via Video Conference/Other Audio-Visual Means (VC/OAVM), saw voting participation from 13.57 million shares, representing approximately 88.18% of outstanding equity. This high level of engagement underscores strong investor confidence in the company’s financial performance and strategic direction following a record revenue year.

The filing, submitted pursuant to Regulation 44(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, was accompanied by a scrutinizer’s report from V. Mahesh & Associates. The remote e-voting period ran from July 26 to July 28, 2026, with additional voting available during the meeting until its conclusion at 4:42 PM IST. The record date for voting eligibility was July 23, 2026.

Voting Results and Shareholder Approval

All ordinary resolutions passed with substantial majority support. The adoption of audited financial statements for FY26 received 99.99% affirmative votes (13,574,113 votes in favor). Similarly, the declaration of the final dividend secured 99.99% support.

The re-appointment of B Mohan as Director retiring by rotation received 99.91% support, with minor dissent primarily from public institutional investors. The appointment of Curtis Evan Jewell as Non-Executive Nominee Director and Chairman, effective May 1, 2026, garnered 99.90% approval.

Governance and Financial Highlights

The Board also ratified the remuneration of cost auditors M/s. Geeyes & Co., set at ₹5,50,000 for FY27, and approved commission payments to independent directors not exceeding 1% of net profits for five years starting April 1, 2026. These governance measures align with regulatory requirements under Section 148 and Section 197 of the Companies Act, 2013.

Financially, ESAB India reported total revenue of ₹1,51,418 lakhs in FY26, up from ₹1,38,125 lakhs in FY25. Profit after tax rose to ₹20,669 lakhs from ₹17,542 lakhs. The company maintains a debt-free status with cash and cash equivalents of ₹5,746 lakhs. Statutory auditors M/s. Deloitte Haskins & Sells issued an unqualified opinion on the financial statements.

ESG Data Correction

In a separate filing on July 29, 2026, the company corrected inadvertent errors in its Business Responsibility and Sustainability Report (BRSR) under Principle 6. Recycled waste quantity was revised from 4,610.75 Mts to 1649.18 Mts, while landfilled waste was corrected from 7,786.01 Mts to 1848.95 Mts. This adjustment ensures accurate ESG reporting for investors.

ESAB India Limited has released its Annual Report for FY2025-26, reporting robust financial performance with total revenue of ₹1,51,418 lakhs and profit after tax of ₹20,669 lakhs. The company's 39th Annual General Meeting (AGM) is scheduled for Wednesday, July 29, 2026 at 3:30 p.m. through Video Conferencing (VC) / Other Audio-Visual Means (OAVM). Revenue from operations grew 9.80% across all product categories, driven by volume, price, and new product launches, while profit before tax was higher by 8.92% over the previous year.

AGM Schedule and E-Voting Details

The key dates for the AGM process are outlined below:

Voting rights will be reckoned based on shares registered as on the cut-off date of July 23, 2026. The e-Voting facility is being provided through NSDL (EVEN: 139776). Mr. V Mahesh, Practicing Company Secretary (Membership No. F4162), has been appointed as Scrutinizer for the e-Voting process.

AGM Agenda

The AGM will transact the following businesses:

Ordinary Business:

• Adoption of audited financial statements for the financial year ended 31st March 2026, along with the Directors' and Auditors' Reports
• Declaration of final dividend of ₹25 per equity share of ₹10 each (250%) for FY2025-26
• Re-appointment of Mr. B Mohan (DIN: 00261434), Director & CFO, who retires by rotation

Special Business:

• Approval of the appointment of Mr. Curtis Evan Jewell (DIN: 11666741) as Non-Executive Nominee Director with effect from 1st May 2026
• Ratification of remuneration of ₹5,50,000/- payable to M/s. Geeyes & Co., Cost Auditors, for the financial year ending 31st March 2027
• Approval for payment of commission to Independent Directors not exceeding 1% of net profits per annum for five financial years from 2026-27 to 2030-31

Five-Year Financial Highlights

The company's financial performance over the past five years reflects consistent growth across key metrics (₹ in Lakhs):

The exceptional item of ₹1,726 lakhs in FY2025-26 comprises a gain of ₹3,091 lakhs on sale of land at Khardah, West Bengal, partially offset by ₹1,365 lakhs on account of increased gratuity liability arising from the notification of the new Labour Codes by the Government of India on November 21, 2025.

Financial Position

The five-year financial position of the company is summarised below (₹ in Lakhs):

Shareholders' funds stood at ₹429.38 Crores at the end of FY2025-26, as against ₹361.25 Crores at the end of the previous year. Cash and cash equivalents were at ₹57.46 Crores at year-end versus ₹65.11 Crores in the prior year. Capital expenditure for the year was ₹29.78 Crores, directed towards infrastructure, EHS, R&D, and IT system upgrades. The company earned income of around ₹139 Lakhs from investments in mutual funds during the period 1st April 2025 to 31st March 2026, and remained debt-free throughout the year.

Dividend Details

During FY2025-26, the Board declared two interim dividends and has proposed a final dividend subject to shareholder approval:

The dividend per share for FY2025-26 stands at ₹92 (including two interim dividends and proposed final dividend), with a dividend payout ratio of 69%.

Board and Key Managerial Changes

Pursuant to a nomination letter dated 22nd April 2026 from ESAB Holdings Limited, UK, Mr. Curtis Evan Jewell was appointed as Non-Executive Nominee Director and Chairman of the Board replacing Mr. Kevin Johnson with effect from 1st May 2026. Mr. Curtis Evan Jewell is a Senior Vice President and General Counsel of ESAB Corporation and brings significant experience in legal, acquisitions, and cross-border initiatives. His appointment requires shareholder approval, which has been placed before the AGM.

Mr. B Mohan, Director & CFO, retires by rotation at the forthcoming AGM and, being eligible, has offered himself for re-appointment. Mr. Rohit Gambhir continues as Managing Director, with his current term valid until 30th September 2028. The company had 1,003 employees as at the end of March 2026, compared to 933 at the end of March 2025.

Business Performance and Operations

The company operates in the fabrication technology segment, with 3 manufacturing plants and 11 offices across India. Exports contributed approximately 17% of total turnover, with the company serving markets across 28 states domestically and 10 countries internationally. Revenue from outside India grew to ₹25,249 lakhs in FY2025-26 from ₹19,255 lakhs in FY2024-25. The company continued to witness double-digit growth in support services through its GCC and R&D services to related parties. During FY2025-26, total foreign exchange outflows amounted to ₹27,743 lakhs, while foreign exchange earnings were ₹25,206 lakhs, resulting in a net foreign exchange outflow of ₹2,573 lakhs.

CSR and Compliance Highlights

During FY2025-26, ESAB India's total CSR obligation was ₹4,45,22,170/-. The company spent ₹4,16,42,049/- on CSR activities, primarily focused on vocational skills development in safe welding practices and research collaboration. An unspent amount of ₹28,80,121/- pertaining to two ongoing projects was transferred to a separate unspent CSR account on 28th April 2026. The Secretarial Auditor, Mr. V Mahesh, confirmed that the company has proper board processes and a compliance mechanism in place, with no observations or non-compliances noted for FY2025-26. The statutory auditors M/s. Deloitte Haskins & Sells issued an unqualified report on the financials for the year ended 31st March 2026. As on 31st March 2026, 99.48% of the total paid-up equity capital was held in dematerialised form, and the company had 20,502 shareholders.

Key Financial Ratios

The following table presents key financial ratios for FY2025-26 compared to FY2024-25: