BSEAGM/EGM4 Aug 2026 · 4 Aug 2026, 01:31 pm

Enclosed herewith please find a copy of the Notice of Extra-Ordinary General Meeting of the members of the Company scheduled to be held on 25th August, 2026.

Shalimar Wires Industries Ltd · 532455

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Shalimar Wires Industries Ltd has announced an Extra-Ordinary General Meeting (EGM) to be held on August 25, 2026, to consider the appointment of Mr. Sanjay Kumar Kaushik as a Non-Executive Director and to approve his remuneration.

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Shalimar Wires Industries Ltd - 532455 - Notice Of Extra-Ordinary General Meeting

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Shalimar Wires Industries Limited CIN: L74140WB1996PLC081521 Registered Office: 25, Ganesh Chandra Avenue, Kolkata- 700 013 Tel: 91-33-22349308/09/10, Fax: 91-33-2211 6880 Email Id- kejriwal@shalimarwires.com Website: www.shalimarwires.com NOTICE is hereby given that the Extraordinary General Meeting of the Members of Shalimar Wires Industries Limited ("the Company”) will be held on Tuesday, 25th August 2026 at 11:30 a.m. (IST), through Video Conferencing (“VC”) or Other Audio-Visual Means (“OAVM”), to transact the following business: SPECIAL BUSINESS 1. Appointment of Mr. Sanjay Kumar Kaushik (DIN: 00329013) as a Non-Executive Director of the Company, liable to retire by rotation. To consider and, if thought fit, to pass with or without modification(s), the following Resolution as a Special Resolution:- “RESOLVED THAT pursuant to the provisions of Section 152 and all other applicable provisions, if any, of the Companies Act, 2013(“the Act”) read with the Companies (Appointment and Qualifications of Directors) Rules ,2014, and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (including any statutory modification(s) or amendment(s) there to or re-enactment(s) thereof for the time being in force) Mr. Sanjay Kumar Kaushik (DIN: 00329013) who was appointed by the Board of Directors of the Company, based on the recommendation of the Nomination & Remuneration Committee, as an Additional Director ( Non-Executive and Non- Independent) With effect from 4th July,2026 pursuant to Section 161 of the Act and the Articles of Association of the Company and who holds up to the date of the ensuing Extra ordinary General Meeting of the company and in respect of whom the Company has received a notice in writing from a member under Section 160 of the Act, proposing his candidature for the office of Director of the Company, being eligible, be and is hereby appointed as a Non-Executive Director, liable to retire by rotation. “RESOLVED FURTHER THAT pursuant to the provisions of Sections 197 and 198 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013, the rules made thereunder, Regulation 17(6)(ca) and other applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the Nomination and Remuneration Policy of the Company, approval of the Members be and is hereby accorded for payment of remuneration to Mr. Sanjay Kumar Kaushik, Non-Executive and Non- Independent Director, not exceeding ₹12,00,000 (Rupees Twelve Lakhs only) per annum on such terms and in such manner as may be determined by the Board of Directors, upon the recommendation of the Nomination and Remuneration Committee, subject to the applicable statutory limits and approvals.” RESOLVED FURTHER THAT the board of Directors of the Company be and is hereby authorized to sign and execute all such documents and papers as may be required for the purpose and file necessary e-form with the Registrar of Companies and to do all such acts, deeds and things as may considered expedient and necessary in this regard.” By Order of the Board Shalimar Wires Industries Limited Place : Kolkata Date: 4th July,2026 S.K. Kejriwal Company Secretary Membership No. ACS 10031 Registered Office : 25, Ganesh Chandra Avenue Kolkata - 700 013 Notes:- The Explanatory Statement and reasons for the proposed Special Resolution pursuant to Section 102 read with Section 110 of the Companies Act, 2013 (“the Act”) and Secretarial Standards on General Meetings (SS-2) setting out material facts are appended herein below. 1 Pursuant to the General Circular No. 03/2025 dated September 22, 2025, issued by the Ministry of Corporate Affairs (MCA) read together with circulars dated April 8, 2020, April 13, 2020, May 5, 2020, January 13, 2021, December 8, 2021, December14, 2021, May 5, 2022, December 28, 2022, September 25, 2023 and September 19, 2024 (collectively referred to as “MCA Circulars”)and circular issued by SEBI vide circular no. SEBI/HO/DDHS/DDHS-PoD1/P/CIR/2025/83 dated June 5, 2025 and SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133, dated October 3, 2024 (“SEBI Circulars”) and other applicable circulars and notifications issued (including any statutory modifications or re-enactment thereof for the time being in force and as amended from time to time, companies are allowed to hold EGM through Video Conferencing (VC) or other audio visual means (OAVM), without the physical presence of members at a common venue. In compliance with the said Circulars, EGM shall be conducted through VC / OAVM. 2 Pursuant to the Circular No. 14/2020 dated April 08, 2020, issued by the Ministry of Corporate Affairs, the facility to appoint proxy to attend and cast vote for the members is not available for this EGM, since the EGM is being held through VC/OAVM pursuant to the MCA circulars,physical attendance of members has been dispensed with. However, the Body Corporates are entitled to appoint authorised representatives to attend the EGM through VC/OAVM and participate there at and cast their votes through e-voting. 3 The Members can join the EGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the EGM through VC/OAVM will be made available for 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the EGM without restriction on account of first come first served basis. 4 In accordance with the Secretarial Standard-2 on General Meetings issued by The Institute of Company Secretaries of India ("ICSI”) read with Clarification / Guideline on applicability of Secretarial Standard-1 & 2 dated 15 April 2020 issued by ICSI, the proceedings of EGM shall be deemed to be conducted at the Registered office of the Company which shall be deemed venue of the EGM. Since the EGM is being conducted through VC/OAVM, the route map for the venue of the meeting is not annexed in this notice. 5 The attendance of the Members attending the EGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013. 6 Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) the Secretarial Standard on General Meetings (SS-2) issued by the ICSI and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and the Circulars issued by the Ministry of Corporate Affairs from time to time the Company is providing facility of remote e-Voting to its Members in respect of the business to be transacted at the EGM. For this purpose, the Company has entered into an agreement with National Securities Depository Limited (NSDL) for facilitating voting through electronic means, as the authorized agency. The facility of casting votes by a member using remote e-Voting system as well as e- voting on the date of the EGM will be provided by NSDL. 7 In line with the aforesaid Circulars, the Notice of EGM is being sent only through electronic mode to those Members whose email addresses are registered with the Company/ Depositories. Members who are holding shares of the Company in physical mode, are required to register their email addresses, so as to enable the Company to send all notices/ reports/ documents/ intimations and other correspondences, etc., through emails in the electronic mode instead of receiving physical copies of the same. Members holding shares in dematerialized form, if any, who have not registered their email addresses with Depo [Showing first 8,000 characters — download PDF for full document]