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August 24, 2026
The D.G.M. (Listing) The Asst. Vice President
Corporate Relation Department Listing Department
BSE Ltd. National Stock Exchange of India
Phiroze Jeejeebhoy Towers Limited
Dalal Street Exchange Plaza, Plot No. C/1, G Block,
Mumbai-400 001 Bandra-Kurla Complex
Security Code: 520043 Bandra (E), Mumbai – 400 051
Security Code: MUNJALSHOW
Sub: Proceedings of 41st Annual General Meeting
Dear Sir/Madam,
We wish to inform you that the 41st Annual General Meeting (“AGM”) of the Company was
held today, viz. August 24, 2026 through video conferencing (VC)/ other audio visual means
(OAVM). In this regard, please find enclosed the Proceedings of the 41st AGM of the Company
in compliance with Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
Further, we wish to inform you that the results of remote e-voting and e- voting exercised at the
AGM shall be announced within the stipulated time of two working days from the conclusion
of the AGM. The results will be displayed at the Notice Board at the Registered Office of the
Company and shall also be placed on the website of the Company and on the website of CDSL
i.e. the agency engaged for the purpose of providing remote e-voting and facility of e-voting at
the AGM, and will be disseminated simultaneously to the Stock Exchanges, i.e. BSE Limited
and National Stock Exchange of India Limited and be made available on their respective
websites.
This is for your information and further dissemination.
Thanking you,
For MUNJAL SHOWA LIMITED
(Ravinder Sharma)
Company Secretary & Compliance Officer
Membership No.: A72077
Encl: as above
Summary of Proceedings of 41st Annual General Meeting of Munjal Showa Limited
The 41st Annual General Meeting (‘AGM’ or ‘meeting’) of members of the Company was held
on August 24, 2026 at 11:00 A.M. through video conferencing (VC)/ other audio visual means
(OAVM).
The meeting was held in compliance with latest General Circular issued by Ministry of
Corporate Affairs and Securities and Exchange Board of India (SEBI) and other applicable
provisions of the Companies Act, 2013 read with rules made thereunder.
Mr. Yogesh Chander Munjal, Chairman and Managing Director of the Company chaired the
meeting, welcomed the members, fellow Board members and other stakeholders present at the
virtual AGM and started the formal proceedings of the meeting after ascertaining that the
requisite quorum was present.
The Chairman introduced the members of the Board of Directors including the Chairman of the
Audit Committee and Chairman of the Stakeholders’ Relationship Committee, Chief Financial
Officer and Company Secretary present at the meeting through VC from their respective
locations. The Chairman further introduced representatives of the Statutory Auditors and
Secretarial Auditors who attended the meeting through VC from their respective locations in
compliance with the requirements of the Secretarial Standard-2 on General Meeting.
The Chairman further informed that all the directors were present in the meeting.
A total of One Hundred and One (101) Members attended the meeting through VC.
The Chairman being satisfied, declared that all efforts feasible under the circumstances have
indeed been made by the company to enable members to participate and vote on the items
considered at the meeting.
The Notice of the 41st AGM and the Annual Report for the financial year ended March 31, 2026,
had already been circulated to the Members of the Company electronically.
The Chairman informed the Members that pursuant to the provisions of the Companies Act,
2013, the Rules framed thereunder and the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (“Listing Regulations”), the Company had extended the
remote e-voting facility to the Members of the Company in respect of the resolutions to be
passed at the AGM. The Chairman further informed that the Company had engaged Central
Depository Services (India) Limited (“CDSL”), to provide the facility for remote e-voting and
e-voting during the AGM and participation in the AGM through VC / OAVM facility.
The remote e-voting commenced on Friday, August 21, 2026 (9:00 a.m. IST) and ended on
Sunday, August 23, 2026 (5:00 p.m. IST). The Chairman informed the Members that the
facility for voting through e-voting system was made available during the Meeting for Members
who had not cast their vote through remote e-voting.
The Chairman informed that the statutory registers and other documents as required under the
Companies Act, 2013 were available for electronic inspection by the members. He further
informed that proxy register was not available for inspection as the facility for appointment of
proxies was not applicable. As the notice of AGM was made available to all the members, the
same was taken as read. He further informed that there are no qualifications/observations or an
adverse remark in the Statutory Auditors' Report. However, there were some observations in
the Secretarial Audit Report mentioned below:
During the period under review the Company has complied with the provisions of the Act,
Rules, Regulations, Guidelines, Standards, etc. mentioned above. There are no qualifications,
reservation, adverse remark, observations, comments or disclaimer given by the Auditors in
their Reports except mentioned below:
1. Consequent upon the resignation of Mr. Kazuhiro Nishioka (DIN: 00602255), the Company
did not have the minimum of six (6) Directors as prescribed under Regulation 17(1)(c) of
SEBI (LODR) Regulations, 2015, for the period April 08, 2025 to May 26, 2025.
2. There was an instance of a delayed submission under Regulation 30 of SEBI (LODR)
Regulations, 2015, concerning the outcome of the Board Meeting held on May 26, 2025, to
National Stock Exchange of India Limited by about 3 hours 58 minutes.
3. Certain instances relating to sharing of Unpublished Price Sensitive Information (UPSI)
were not fully captured in the Structured Digital Database (SDD) maintained by the
Company under the SEBI (Prohibition of Insider Trading) Regulations, 2015.
4. The statutory filing of e-Form IEPF-2, for the appointment of Mr. Pankaj Gupta (CFO) as
Nodal Officer of the Company, was filed beyond the prescribed timeframe due to technical
glitches on the Ministry of Corporate Affairs (MCA) portal.
5. The Company's compliance with the Secretarial Standards prescribed by the Institute of
Company Secretaries of India (ICSI) was found to be satisfactory, except in respect of
timely circulation of draft Minutes of the Board and Committee meetings.
Management Reply on Secretarial Auditor remark:
1. The shortfall was on account of the time required to identify a suitable candidate. The
Board strength was duly restored to the requisite minimum on May 26, 2025, and the
Company has since ensured full compliance.
2. The delay was inadvertent. The Company has since strengthened its internal compliance
mechanisms to ensure timely submissions going forward.
3. The management has taken cognizance of the observation, and corrective steps are being
undertaken to strengthen recording and monitoring of UPSI sharing in the SDD.
4. The delay was technical in nature and beyond the Company's control. The form was filed
at the earliest opportunity upon resolution from MCA for this issue.
5. The Company Secretary has assured that strict adherence to the prescribed timelines for
circulation of Minutes shall be ensured going forward.
The Company had always followed good corporate practices and will ensure timely compliance
going forward.
Accordingly, the remaining reports are not required to read out as provided in the Companies
Act, 2013.
The Chairman then delivered his address, covering the Company's business, operational and
financial performance for the year, including revenue growth and the Board's dividend
recommendation. He spoke about the Company's continuing investments in manufacturing,
engineering and digital infrastructure — including t
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