Nitin Castings Limited has filed its annual report for FY26 and scheduled its 43rd Annual General Meeting (AGM) for Monday, September 21, 2026. The meeting will be held via Video Conference (VC) or Other Audio-Visual Means (OAVM) at 12:00 pm IST.

The company published a newspaper advertisement in The Free Press Journal and Navshakti on August 27, 2026. The formal notice was filed with the BSE on August 28, 2026, pursuant to Regulation 30 of the SEBI LODR Regulations, 2015.

Financial Performance

For the financial year ended March 31, 2026, Nitin Castings reported a total revenue of ₹15,123.50 lakh, a decline from ₹15,447.84 lakh in the previous year. Revenue from operations stood at ₹14,708.69 lakh, compared to ₹15,057.38 lakh in FY25.

Profit after tax (PAT) fell to ₹1,062.93 lakh from ₹1,241.21 lakh in FY25. Earnings before depreciation and taxes (EBDT) were ₹1,671.41 lakh, down from ₹1,883.73 lakh in the prior year. The company recorded exceptional items of ₹59.32 lakh related to gratuity past service costs.

Cash and cash equivalents as at March 31, 2026, were ₹12.15 lakh. The debt-equity ratio increased to 0.15 times from 0.09 times in the previous year, driven by an increase in borrowings from banks.

Meeting Agenda

The AGM will transact both ordinary and special business. Key items include the approval of the audited financial statements for FY26 and the reappointment of Managing Director Nitin Kedia, who retires by rotation.

Director Appointments

Shareholders will vote on the regularization of Mrs. Meghna Vihang Makda as an Independent Director. She was appointed as an Additional Director on July 25, 2026, and seeks a five-year term until July 24, 2031.

Mr. Nitin Kedia, who holds 551,472 shares as of March 31, 2026, is seeking reappointment. His remuneration is set at ₹120.00 lakh. Mrs. Makda, a Fellow Chartered Accountant, currently serves as an Independent Director at Vikram Kamats Hospitality Limited.

Related Party Transactions

The company seeks ratification for existing and proposed related party transactions totaling ₹463.97 lakh. These transactions are in the ordinary course of business and on an arm’s length basis.

Key transactions include:

• Director remuneration for Nitin Kedia, Nirmal Kedia, and Nipun N Kedia.
• Professional fees paid to entities under significant control of Key Managerial Personnel, including Kedia Construction Company Limited (₹31.00 lakh) and Arvind Engineering Works (₹30.00 lakh).
• Rent payments to relatives of directors, including Suman N Kedia and Shalini N Kedia (₹47.52 lakh each).

Cost Auditor Remuneration

The Board recommends ratifying the remuneration of M/s. NKJ & Associates as Cost Auditors for FY27. The fee is ₹30,000 plus out-of-pocket expenses and applicable taxes.

E-Voting and Logistics

Remote e-voting via NSDL will be open from September 18 to September 20, 2026. The record date for voting rights is Monday, September 14, 2026. Share transfer books will remain closed from September 14 to September 20, 2026.

Members can attend the meeting virtually without physical presence. Proxy facilities are not available for this VC/OAVM meeting.

Nitin Castings Limited voluntary delisting offer from BSE Limited has failed after the promoters rejected the discovered exit price. Navigant Corporate Advisors Limited, the manager to the delisting offer, issued a Post Offer Public Announcement on August 13, 2026, confirming that the acquirers found the discovered price unacceptable. Consequently, the equity shares of the company will continue to remain listed on the BSE, and no final application for delisting will be made.

The reverse book building process concluded on August 11, 2026, with a discovered price of ₹300 per equity share. This price was determined based on 7,53,984 equity shares received through 9 successful bids within the price range of ₹273.36 (floor price) to ₹300. While this outcome initially met the regulatory requirement for promoter shareholding to exceed 90% of remaining public shares, the acquirers were not bound to accept the discovered price under Regulation 22 of the SEBI (Delisting of Equity Shares) Regulations, 2021, as it was higher than the floor price. The acquirers communicated their rejection on August 12, 2026.

Delisting Offer Metrics

A total of 9,08,978 equity shares were validly tendered by public shareholders through 181 bids. These bids ranged from the floor price of ₹273.36 up to ₹1,299.00 per share. All bids were in demat form. While 1,54,994 shares across 172 bids were placed above the discovered price and were not considered for acceptance at that level, the primary reason for the failure was the promoters' rejection of the ₹300 valuation rather than a lack of tendered volume.

Regulatory Implications and Next Steps

Pursuant to Regulation 23(1)(b) of the SEBI Delisting Regulations, the delisting offer is deemed to have failed. The lien marked on the equity shares offered or tendered will be released by the Clearing Corporation on August 13, 2026. Under Regulation 23(2)(c), the acquirers are prohibited from making another delisting offer for the equity shares of Nitin Castings until the expiry of six months from the date of this Post Offer Public Announcement.

The manager to the offer also noted receiving one written representation and two complaints via the SCORES portal regarding the computation of the 90% threshold and the determination of the discovered price. However, these representations have become infructuous due to the failure of the offer. MUFG Intime India Private Limited served as the registrar to the delisting offer.