Jayshree Chemicals held its 64th Annual General Meeting on September 1, 2026, via video conferencing. Shareholders approved the adoption of audited financial statements for the fiscal year ended March 31, 2026, alongside key board appointments.

The meeting, chaired by Chairman Virendraa Bangur, saw the re-appointment of Bangur by rotation and the appointment of Satish Kapur as an independent director for a five-year term effective July 16, 2026. Rajesh Kumar Singhi was appointed as whole-time director for a further two-year term starting February 11, 2027.

Meeting Proceedings

All directors and key managerial personnel attended the virtual session. Seventy-two members participated through video conferencing or other audio-visual means, maintaining the requisite quorum throughout the proceedings. Statutory Auditors M/s. AMK & Associates and Secretarial Auditor CS Arun Kumar Jaiswal were also present.

Resolutions Passed

Members voted on ordinary and special business items. The consolidated voting results were disseminated to BSE Limited and made available on the company website and NSDL within two working days.

The Chairman addressed shareholders on the company's performance before opening the floor for questions. Rajesh Kumar Singhi, Whole-time Director and Chief Financial Officer, responded to queries raised by speakers. The meeting concluded at 3:55 pm.

Voting Breakdown

The scrutinizer’s report revealed distinct voting patterns between promoter and public shareholders. While promoters cast 100% of their votes in favour across all resolutions, public non-institutional investors registered significant dissent on the re-appointment of the chairman and the new director appointments.

For the adoption of financial statements, 97.84% of total votes polled were in favour. However, for the re-appointment of Virendraa Bangur and the appointments of Satish Kapur and Rajesh Kumar Singhi, the approval rate from total votes polled stood at 97.66%.

In each of these three resolutions, public non-institutional shareholders voted overwhelmingly against the proposals, with 97.32% of their polled votes cast against the re-appointment of Bangur and the new directorships. Despite this dissent from the public non-institutional segment, the resolutions passed comfortably due to full promoter support. Institutional public shareholders did not participate in the voting process.

Jayshree Chemicals Limited reported a net profit of ₹30.93 lakhs for the financial year ended March 31, 2026 (FY26), marking a turnaround from a loss in the previous year. The company has scheduled its 64th Annual General Meeting (AGM) for September 1, 2026, at 3:00 P.M., to be conducted via Video Conferencing (VC) or Other Audio Visual Means (OAVM). This virtual format ensures broad shareholder participation while adhering to Ministry of Corporate Affairs (MCA) guidelines. The meeting aims to approve financial results, re-appoint key board members, and address special resolutions regarding director appointments.

The Board of Directors has placed several critical items before shareholders for approval. Ordinary business includes the adoption of the standalone financial statements for FY26 and the re-appointment of Virendraa Bangur as a Non-Executive Director, who retires by rotation. As a special business item, shareholders will vote on the appointment of Satish Kapur as an Independent Director for a five-year term commencing July 16, 2026. Additionally, the re-appointment of Rajesh Kumar Singhi as Wholetime Director for a further two-year term, effective February 11, 2027, requires shareholder consent. These appointments are crucial for maintaining governance continuity and strategic oversight.

Financially, the company has shifted focus exclusively to its chemical trading business following the divestment of its wind power division in July 2025. The net profit of ₹30.93 lakhs was carried forward to the balance sheet, with no dividend recommended for FY26. The statutory auditors, M/s. AMK & Associates, have issued an unqualified opinion on the financial statements, confirming compliance with Indian Accounting Standards (Ind AS). The secretarial audit report by Arun Kumar Jaiswal highlights general compliance with statutory provisions, though it notes a pending discrepancy regarding a satisfied charge of ₹3.89 lakhs that remains visible on the MCA portal despite payment and receipt of a No Objection Certificate.

Key AGM Dates and Voting Details

Shareholders holding shares as of the cut-off date of August 25, 2026, are eligible to vote. Remote e-voting is facilitated through National Securities Depository Limited (NSDL) from August 29 to August 31, 2026. Physical attendance is not permitted, in line with MCA Circular No. 03/2025 dated September 22, 2025. Shareholders without registered email addresses must submit their folio numbers, PAN, and Aadhar cards to the company secretary or registrar to receive login credentials for e-voting.

Board Composition and Remuneration

The proposed board changes reflect a strategic refresh of the independent director panel. Satish Kapur, an industrialist with extensive experience in management and finance, is being appointed after completing the mandatory three-year cooling-off period following his previous tenure. His appointment requires a special resolution due to his age exceeding 75 years, pursuant to Regulation 17(1A) of the SEBI Listing Regulations. Rajesh Kumar Singhi, the Executive Director and CFO, is seeking re-appointment for his third consecutive two-year term. His remuneration package includes a monthly salary of ₹1,16,320 along with standard allowances such as house rent, medical, and conveyance reimbursements. The ratio of his remuneration to the median employee remuneration stands at 2.99:1.

What the Numbers Show

The transition from a loss-making position in FY25 to a profit of ₹30.93 lakhs in FY26 underscores the impact of operational restructuring. The discontinuation of the wind power and electric divisions has streamlined operations, allowing the chemical trading segment to drive profitability. However, the absence of a dividend recommendation suggests that management is prioritizing capital preservation and working capital efficiency over immediate shareholder payouts. The company’s market capitalization stood at approximately ₹15.19 crores as of March 31, 2026, reflecting a decline from the previous year, which may indicate investor caution amidst broader market volatility and sector-specific challenges.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE693E01016/34b8c4be-3451-490c-99b1-ea3d60fe7219.pdf