Shareholders meeting

August 28, 2026 To, To, National Stock Exchange of India Limited BSE Limited Manager – Listing Department Manager – Listing Department 5, Exchange Plaza, Floor 25, Bandra-Kurla Complex, P. J. Towers, Bandra (East), Dalal Street, Mumbai 400 051 Mumbai 400 001 Symbol: FINPIPE Scrip Code: 500940 Sub.: Notice of 45th (Forty-Fifth) Annual General Meeting of the Company Dear Sir / Madam, We wish to inform you that the 45th (Forty-Fifth) Annual General Meeting (‘AGM’) is scheduled on Tuesday, September 22, 2026, at 4:00 p.m. (IST) through Video Conferencing (“VC”) or Other Audio Visual Means (“OAVM”), in compliance with the applicable circular(s)/notifications issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India. We are submitting herewith Notice of 45th AGM of the Company, which is being sent electronically to the Members whose email addresses are registered with the Company/Registrar and Transfer Agent (‘RTA’)/their respective Depository Participants (“DP”). Please note that the aforesaid Notice of 45th (Forty-Fifth) AGM of the Company is also available on the website of the Company at https://www.finolexpipes.com/ You are requested to take the above on your records. Thanking you, Yours sincerely, For Finolex Industries Limited Dakshinamurthy Iyer Company Secretary & Head Legal M. No.: A13004 Encl: As above Notice NOTICE NOTICE is hereby given that the Forty-Fifth (45th) of the Company as the Cost Auditors to conduct Annual General Meeting (AGM) of the members of the audit of the cost records of the Company for Finolex Industries Limited (the “Company”) will be held the financial year ending March 31, 2027, be and on Tuesday, September 22, 2026, at 4:00 p.m. (IST) is hereby ratified, approved and confirmed. through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”) to transact the following business: RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts, matters, Ordinary Business deeds and things and give such directions as may be considered, proper, necessary, relevant, usual, 1. To receive, consider and adopt: customary and/or expedient to give effect to this a) t he Audited Standalone Financial Statements Resolution". of the Company for the financial year ended March 31, 2026 and the Reports of the Board 5. R evision in remuneration payable to of Directors and the Auditors thereon. Non-Executive Directors b) the Audited Consolidated Financial T o consider and, if thought fit, to pass with or Statements of the Company for the financial without modification(s) the following resolutions year ended March 31, 2026 and the Report of as Ordinary Resolution: the Auditors thereon. “RESOLVED THAT in supersession of the resolution passed by the Members at the 40th 2. Declaration of Dividend Annual General Meeting held on September 22, T o declare dividend on equity shares of 2021 and pursuant to the provisions of Sections the Company for the financial year ended 149, 197, 198 and all other applicable provisions, March 31, 2026. if any, of the Companies Act, 2013 (“Act”) and Rules made thereunder, Regulation 17(6)(a) and 3. Re-appointment of Mr. Rambabu all other applicable provisions of the Securities Sanka (DIN: 11218997) as a Director and Exchange Board of India (Listing Obligations liable to retire by rotation and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) T o appoint a director in place of Mr. Rambabu Sanka or re-enactment(s) thereof) and any other law (DIN: 11218997) who retires by rotation, and being for the time being in force, and in accordance eligible, offers himself for re-appointment. with provisions of the Articles of Association of Special Business the Company, Nomination and Remuneration Policy of the Company and pursuant to the 4. R atification of the remuneration paid recommendation of the Board of Directors of the to M/s. S.R. Bhargave & Co., the Cost Company, the approval of the members of the Auditors for the financial year ending Company be and is hereby accorded for payment March 31, 2027 of remuneration, by way of Commission, to the Non-Executive Directors (including Independent T o consider and if thought fit, to pass the following and Non-Independent Directors) of the Company, resolution as an Ordinary Resolution: not exceeding one percent 1% (one percent) of the net profits of the Company per annum, calculated “RESOLVED THAT pursuant to the provisions in accordance with Section 198 of the Act, with of Section 148 and other applicable provisions an overall annual cap of I 6,00,00,000 (Rupees Six of the Companies Act, 2013 (the “Act”), read Crores only), each financial year, with effect from with the Companies (Audit and Auditors) Rules, April 1, 2026. 2014, including any statutory amendment(s), modification(s), or re-enactment thereof for the RESOLVED FURTHER THAT in the event of time being in force, and subject to such guidelines absence or inadequacy of profits in any financial and approvals as may be required from the Central year, the Non-Executive Directors may be paid Government, the remuneration of ₹5,00,000 remuneration by way of commission as determined (Rupees Five Lakhs only) plus applicable taxes by the Board of Directors, within the limits and and reimbursement of out-of-pocket expenses at subject to the conditions prescribed under the Act, actuals, payable to M/s. S.R. Bhargave & Co., Cost including Schedule V thereto, and other applicable Accountants, Pune (Firm Registration No. 000218), laws for the time being in force. appointed by the Board of Directors (the “Board”) Finolex Industries Limited Annual Report 2025-26 RESOLVED FURTHER THAT the commission RESOLVED FURTHER THAT the Board of Directors payable as aforesaid shall be in addition to of the Company (including any Committee thereof) the sitting fees payable to the Non-Executive be and is hereby authorised to do all such acts, Directors for attending meetings of the Board deeds, matters and things and execute all such and/or Committees thereof and reimbursement of documents as may be necessary or expedient for expenses incurred for participation in the meetings the purpose of giving effect to this resolution.” of the Board, Committees and other official business of the Company as may be determined by the Board, from time to time. By Order of the Board of Directors For Finolex Industries Limited Sd/- Dakshinamurthy Iyer Place: Pune Company Secretary & Head Legal Date: August 6, 2026 M No.: A13004 Notes: 1. T he Notice of Annual General Meeting was 3. The Statement, pursuant to Section 102 of the approved by the Board of Directors at its meeting Companies Act, 2013, as amended (‘Act’) setting held on Thursday, August 6, 2026. out material facts concerning the business with respect to Item Nos. 4&5, forms part of this Notice. 2. The Ministry of Corporate Affairs ('MCA'), inter- Additional information, pursuant to Regulation alia, vide its General Circular Nos. 14/2020 dated 36(3) of SEBI Listing Regulations and Secretarial April 8, 2020 and 17/2020 dated April 13, Standard-2 on General Meetings, issued by The 2020, 20/2020 dated May 5, 2020, 10/2022 Institute of Company Secretaries of India, in dated December 28, 2022, 09/2023 dated respect of Director seeking re-appointment at the September 25, 2023, 09/2024 dated 45th Annual General Meeting (‘Meeting’ or ‘AGM’) September 19, 2024 read with subsequent latest is annexed to this Notice. circular 03/2025 dated September 22, 2025 in this regard (collectively referred to as 'MCA Circulars') 4. Pursuant to the provisions of the Companies Act, has permitted the holding of the AGM through 2013, a member entitled to attend and vote at the Video Conferencing ('VC') or through Other AGM is entitled to appoint a proxy to attend and Audio-Visual Means ('OAVM'), without the physical vote on his/her behalf and the proxy need not be a presence of the Members at a common venue.) member of the company. Since, this AGM [Showing first 8,000 characters — download PDF for full document]