Kirloskar Industries notified the Bombay Stock Exchange and the National Stock Exchange on August 7, 2026, regarding a disclosure made by its listed material subsidiary, Kirloskar Ferrous Industries Limited. The update pertains to the subsidiary’s recent communication with regulators concerning its quarterly financial performance and subsequent investor engagement.

Kirloskar Ferrous Industries Limited held a conference call for investors and analysts on August 6, 2026, at 4:00 p.m. IST. The session focused on discussing the unaudited financial results, both standalone and consolidated, for the quarter ended June 30, 2026. This activity follows an earlier communication from the subsidiary dated August 5, 2026.

The disclosure was filed pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. This regulation mandates timely disclosure of material events to stock exchanges to ensure transparency for investors. Kirloskar Ferrous Industries Limited submitted the intimation directly to the exchanges where its shares are listed.

For investors seeking detailed insights into the financial performance discussed during the call, Kirloskar Ferrous Industries Limited has uploaded the audio recording of the conference call. The recording is accessible on the company’s official website at www.kirloskarferrous.com . The parent company, Kirloskar Industries Limited, has requested stakeholders to take this information on record.

Subsidiary Details

The filing was signed by Ashwini Mali, Company Secretary of Kirloskar Industries Limited, and Mayuresh Gharpure, Company Secretary of Kirloskar Ferrous Industries Limited. The regulatory submission ensures that all shareholders of the parent company are aware of significant developments within its key subsidiary operations.

Kirloskar Industries Limited announced that its listed material subsidiary, Kirloskar Ferrous Industries Limited (KFIL), concluded its 35th Annual General Meeting (AGM) on August 5, 2026. The most significant outcome for investors was the near-unanimous shareholder approval for the Board to borrow up to ₹1,000 crore by issuing non-convertible debentures (NCDs). This borrowing authority provides KFIL with substantial financial flexibility to fund future expansion or debt restructuring without immediate dilution of equity.

The meeting was conducted via Video Conferencing (VC) or Other Audio Visual Means (OAVM) in compliance with the Companies Act, 2013, relevant Ministry of Corporate Affairs (MCA) Circulars, and SEBI Master Circulars. The proceedings were held pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Manasi Paradkar & Associates served as the scrutiniser for the voting process.

Voting Results Overview

The scrutiniser’s report revealed high engagement from the promoter group, which holds 83,785,041 shares and voted 100% in favour of all resolutions. Public institutional participation was also significant, with 22,227,951 votes polled out of 23,608,844 shares held (94.15% turnout). Non-institutional public shareholders accounted for 10,669,663 votes polled out of 57,598,499 shares held (18.52% turnout).

Ordinary Business Resolutions

Shareholders transacted several routine items during the ordinary business segment:

• Financial Statements: Adoption of Audited Financial Statements (including Consolidated) for FY26 ended March 31, 2026, along with Board and Auditors’ Reports.
• Dividend: Confirmation of interim dividend payment and declaration of final dividend on equity shares for FY26.
• Director Reappointment: Reappointment of Nishikant Balakrishna Ektare (DIN: 02109633) as Executive Director (Operations), who retires by rotation.

Special Business Resolutions

The special business agenda included critical governance and financial decisions:

• Cost Auditor Remuneration: Ratification of remuneration for M/s. Dhananjay V. Joshi & Associates, Cost Accountants, as the Cost Auditor.
• Borrowing Authority: Granting authority to the Board to raise funds not exceeding ₹1,000 crore via NCDs through private placement.
• Independent Director: Reappointment of Sathya Moorthy Venkataramani (DIN: 00229998) as Independent Director until October 21, 2031.
• New Independent Director: Appointment of Pallavi Pratap Gokhale (DIN: 00036369) as Independent Director until June 11, 2031.

Governance and Compliance

The AGM commenced at 4:00 p.m. IST and concluded at 5:25 p.m. IST on August 5, 2026. The remote e-voting period remained open from August 2, 2026, at 9:00 a.m. IST to August 4, 2026, at 5:00 p.m. IST. The record date for voting eligibility was July 29, 2026, with 93,171 members on the register. Kirloskar Industries Limited filed this intimation to the stock exchanges to update stakeholders on the material subsidiary’s corporate actions.

What the Numbers Show

The approval of a ₹1,000 crore NCD facility marks a significant capital structure decision for KFIL. By opting for private placement of non-convertible instruments, the company signals an intent to leverage its balance sheet while maintaining existing equity ownership structures. This move allows management to access large-scale funding potentially for capacity expansion or refinancing existing liabilities, subject to market conditions and Board discretion. Notably, the reappointment of Independent Director Sathya Moorthy Venkataramani saw the highest opposition at 2.01%, primarily driven by public institutional investors, who voted 10.57% against the resolution.